AMERICAN EXPRESS COMPANY Form 8-K (Oct. 30, 2023)

Summary

Current report on Form 8-K of American Express Company, date of report October 30, 2023, under Items 8.01 and 9.01. Exhibits are filed for the Company's October 30, 2023 issuance of $1,200,000,000 of 6.338% Fixed-to-Floating Rate Notes due October 30, 2026, $1,000,000,000 of 6.489% Fixed-to-Floating Rate Notes due October 30, 2031 and $300,000,000 of Floating Rate Notes due October 30, 2026. They were issued under a Prospectus Supplement dated October 24, 2023 to the Prospectus dated February 12, 2021, and under a senior indenture dated as of August 1, 2007 with The Bank of New York Mellon as trustee, as supplemented. The exhibits are the opinion and consent of David S. Carroll, Esq. and the consent of counsel. Kristina V. Fink, Corporate Secretary, signed it.

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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): October 30, 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 8.01 Other Events.

Exhibits are filed herewith in connection with the issuance by American Express Company (the “Company”), on October 30, 2023, of $1,200,000,000 aggregate principal amount of 6.338% Fixed-to-Floating Rate Notes due October 30, 2026 (the “2026 Fixed-to-Floating Rate Notes”), $1,000,000,000 aggregate principal amount of 6.489% Fixed-to-Floating Rate Notes due October 30, 2031 (the “2031 Fixed-to-Floating Rate Notes”) and $300,000,000 aggregate principal amount of Floating Rate Notes due October 30, 2026 (the “Floating Rate Notes” and, together with the 2026 Fixed-to-Floating Rate Notes and the 2031 Fixed-to-Floating Rate Notes, the “Notes”) pursuant to a Prospectus Supplement dated October 24, 2023 to the Prospectus dated February 12, 2021, filed as part of the Company’s Registration Statement on Form S-3 (No. 333-253057). The Notes were issued under a senior indenture, dated as of August 1, 2007, between the Company and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by the first supplemental indenture thereto, dated as of February 12, 2021, and the second supplemental indenture thereto, dated as of May 1, 2023, each between the Company and the Trustee.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

The following exhibits are incorporated by reference into the Registration Statement as exhibits thereto and are filed as part of this Current Report:

Exhibit | Description
5 | Opinion and Consent of David S. Carroll, Esq.
23 | Consent of Counsel (included in Exhibit 5)
104 | The cover page of this Current Report on Form 8-K, formatted as inline XBRL

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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: October 30, 2023

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