AMERICAN EXPRESS CO
For the period ended May 5, 2026. Filed Mar 25, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 5, 2026 · Filed Mar 25, 2026
Contents
Process for Identifying and Adding New Directors
14 2026 PROXY STATEMENT
Ideal Director Nominee Attributes
The Nominating, Governance and Public Responsibility Committee assesses potential candidates based on their history of achievement, the breadth of their business experiences, whether they bring specific skills or expertise in areas that the Nominating, Governance and Public Responsibility Committee has identified as desired and whether they possess personal attributes and experiences that will contribute to the sound functioning of our Board. When reviewing potential director nominees, the Nominating, Governance and Public Responsibility Committee seeks to achieve a mix of directors with a variety of skills, backgrounds, experience and viewpoints and does not discriminate on any basis. Specifically, we seek individuals who:
| | ▪ have established records of significant accomplishment in leading global businesses and large, complex organizations. ▪ have achieved prominence in their fields and possess skills or significant experience in areas of importance to our business strategy and expected future business needs. | | | ▪ possess integrity, independence, energy, forthrightness, strong analytical skills and the commitment to devote the necessary time and attention to the Company’s affairs. ▪ demonstrate they can constructively challenge and stimulate Management and exercise sound judgment. | | | ▪ demonstrate a willingness to work as part of a team in an atmosphere of trust and candor and a commitment to represent the interests of all shareholders rather than those of a specific constituency. ▪ will contribute to the skills, experience and backgrounds on our Board. | |
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Process for Identifying and Adding New Directors
The Nominating, Governance and Public Responsibility Committee identifies and adds new directors using the following process:
| | 1. Collect Candidate Pool | | ||||||
|---|---|---|---|---|---|---|---|---|
| | ▪ Independent search firms | | | ▪ Independent director recommendations | | | ▪ Shareholder recommendations | |
| | 2. Holistic Candidate Review | | |||
|---|---|---|---|---|---|
| | ▪ Potential candidates are comprehensively reviewed and the subject of rigorous discussion during Nominating, Governance and Public Responsibility Committee meetings and Board meetings. ▪ The candidates that emerge from this process are interviewed by members of the Nominating, Governance and Public Responsibility Committee and other Board members, including the Chairman and Lead Independent Director. | | | ▪ Directors assess candidates on the basis of their skills and experience, their personal attributes and their expected contribution to the skills, experiences and backgrounds on our Board. ▪ Extensive due diligence is conducted by third parties, including soliciting feedback from other directors and applicable persons outside the Company. | |
| | 3. Recommendation to the Board | |
|---|---|---|
| | The Nominating, Governance and Public Responsibility Committee presents qualified candidates to the Board for review and approval. | |
The Nominating, Governance and Public Responsibility Committee uses a professional search firm to help identify, evaluate and conduct due diligence on potential director candidates. A professional search firm supports the Nominating, Governance and Public Responsibility Committee in conducting a broad search of potential candidates. The Nominating, Governance and Public Responsibility Committee also maintains an ongoing list of potential candidates and considers recommendations made by the Board’s independent directors.
In addition, the Nominating, Governance and Public Responsibility Committee considers shareholder recommendations for director candidates and applies the same standards in considering candidates submitted by shareholders as it does in evaluating other candidates. Shareholders can recommend candidates by writing to the Nominating, Governance and Public Responsibility Committee in care of the Company’s Corporate Secretary and Chief Governance Officer, whose contact information is on page 35. Shareholders who wish to submit nominees for election at an annual or special meeting of shareholders should follow the procedure described on page 100.
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| | ProxySummary | | | CorporateGovernance atAmerican Express | | | CorporateResponsibility andSustainability | | | Audit CommitteeMatters | | | ExecutiveCompensation | | | ShareholderProposals | | | Stock OwnershipInformation | | | OtherInformation | |
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