AMERICAN EXPRESS COMPANY Form 8-K (July 25, 2023)

Summary

Current report on Form 8-K of American Express Company under Item 5.02, with July 25, 2023 as the earliest event reported. On July 25, 2023, the Compensation and Benefits Committee approved compensation for Christophe Le Caillec in connection with his previously announced appointment as Chief Financial Officer, effective August 14, 2023. It consists of an annual base salary of $750,000, eligibility for an annual cash incentive award with a target of $2.35 million (pro-rated for 2023), and, beginning in 2024, eligibility for a long-term incentive award valued at $4.4 million on the date of grant. That award is made up of performance restricted stock units ($3,520,000) and stock options ($880,000). Kristina V. Fink, Corporate Secretary, signed it on July 28, 2023.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Full text

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): (July 28, 2023) July 25, 2023

AMERICAN EXPRESS CO MPANY

(Exact name of registrant as specified in its charter)

New York | 1-7657 | 13-4922250
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.)

200 Vesey Street ,

New York , New York 10285

(Address of principal executive offices and zip code)

( 212 ) 640-2000

(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class | Trading Symbol(s) | Name of each exchange on which registered
Common Shares (par value $0.20 per Share) | AXP | New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e) On July 25, 2023, the Compensation and Benefits Committee of the Board of Directors of American Express Company (the “Company”) approved the following compensation for Christophe Le Caillec in connection with his previously announced appointment as Chief Financial Officer of the Company, effective August 14, 2023: an annual base salary of $750,000; eligibility to earn an annual cash incentive award under the Company’s Annual Incentive Award program with a target of $2.35 million (which target amount will be pro-rated for 2023); and eligibility, beginning in 2024, to earn an annual long-term incentive award with a value of $4.4 million on the date of grant, consisting of performance restricted stock units ($3,520,000) and stock options ($880,000) under the Company’s 2016 Incentive Compensation Plan.

-2-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMERICAN EXPRESS COMPANY
(REGISTRANT)
By: | /s/ Kristina V. Fink
Name: Kristina V. Fink
Title: Corporate Secretary

Date: July 28, 2023

-3-

File and source

File

SEC_AXP_8-K_filed2023-07-28_0000004962-23-000029.htm

Size

26,712 bytes

SHA-256

ae4856be3bdcdc70cd91ad362de549e5877606c41b06750ad554d0521a04c51c

Our copy

SEC_AXP_8-K_filed2023-07-28_0000004962-23-000029.htm

Original

www.sec.gov