AMERICAN INTERNATIONAL GROUP, INC. — Director's Dealing 2015

Dec 21, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN INTERNATIONAL GROUP INC (AIG)
CIK: 0000005272
Period of Report: 2015-12-17

Reporting Person: Sankaran Sid (Executive Vice President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-17	Restricted Stock Unit	$34.9500	M	12876.0000	Disposed		Common Stock (12876.0000)	Direct

Footnotes

F1: Represents AIG's share price on the date of grant; these securities do not carry a conversion or exercise price.

F2: Represents the payout of the remaining 50% of the Troubled Asset Relief Program ("TARP") RSUs granted on December 17, 2012 that vested on December 17, 2015. In accordance with the provisions of the award agreement and AIG's repayment of 100 percent of the aggregate financial assistance received under TARP as of December 17, 2012, the fair market value of these TARP RSUs is being paid in cash, subject to applicable taxes.

F3: These securities do not have an exercisable date or expiration date.

F4: These securities do not carry a conversion or exercise price.