AMERICAN EXPRESS CO

For the period ended May 5, 2026. Filed Mar 25, 2026.

About this filing

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

AXP$320.99-1.2%Stored close · as of Nov 6, 2026

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Contents

Section 3: Compensation Programs

2026 PROXY STATEMENT 53 •

Section 3: Compensation Programs

The following table summarizes the key elements of our executive compensation program and demonstrates the program’s focus on annual and long-term incentive compensation that is closely aligned with Company performance and is sensitive to the Company’s stock performance. The CBC periodically reviews the Company’s executive compensation programs based on market data and performance and, in 2025, approved changes that are discussed in more detail in the following pages.

		Form ofPayment	PerformancePeriod	Description of Compensation Component	For MoreInformation
FIXED	Base Salary	Cash	Ongoing	▪ The fixed portion of total direct compensation ▪ Ensure appropriate balance between external market practice and internal alignment for executives with a comparable scope of responsibilities	Page 54
AT RISK PAY	AnnualIncentiveAward (AIA)	Cash	One year	▪ Annual cash-denominated performance- based component of executive compensation, designed to recognize Company performance and individual performance, including attainment of goals, demonstration of leadership behaviors and prudent risk management ▪ Company performance determined against a balanced set of goals across shareholder, customer, colleague and strategic categories as well as execution and risk management factors, approved by the CBC	Pages 54-55
Long-TermIncentiveAward (LTIA)(1)	100%PerformanceRestrictedStock Units(PRSUs)	Three years	▪ Align incentives with shareholder interests and the Company’s long-term financial objectives ▪ Granted annually with a three-year cliff vesting period ▪ Vesting of awards contingent on relative ROE and relative TSR performance versus a set of performance peers ▪ Dividends are accrued on the target number of shares and are paid out after vesting	Page 56

(1)

For long-term incentive awards granted in 2025 for the 2024 performance year, awards were granted 80% in the form of PRSUs and 20% in the form of Stock Options. Stock Options cliff-vest following a three-year vesting period, subject to positive cumulative net income over the three-year performance period.


	ProxySummary			CorporateGovernance atAmerican Express			CorporateResponsibility andSustainability			Audit CommitteeMatters			ExecutiveCompensation			ShareholderProposals			Stock OwnershipInformation			OtherInformation

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.