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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): March 3, 2025
AMERICAN EXPRESS COMPANY
(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:
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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
(d)The Board of Directors of American Express Company (the “Company”) elected Michael J. Angelakis as a director of the Company, effective March 3, 2025. Mr. Angelakis will serve as a member of the Board’s Audit and Compliance Committee and Nominating, Governance and Public Responsibility Committee. A copy of the press release announcing the election of Mr. Angelakis is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Mr. Angelakis and members of his immediate family are directors, employees and/or have equity interests in companies with whom the Company had entered into ordinary course business relationships prior to his election as a director of the Company and with whom the Company may enter into additional ordinary course relationships from time to time. These may include ordinary course merchant relationships pursuant to which these companies accept the Company’s credit and charge cards and pay the Company fees when their customers use these cards. From time to time, the Company may enter into joint marketing or other relationships with one or more of these companies in the ordinary course that encourage their customers to apply for and use the Company’s products and services. The Company may also provide ordinary course Corporate Card, travel and other payment and financing products and services, including extensions of credit, on terms and conditions similar to those available to other customers generally to some of these companies for which these companies pay fees to the Company. The Company may also engage in other commercial transactions with these companies and pay or receive fees in those transactions.
Mr. Angelakis will participate in the compensation program for non-employee directors as described under the heading “Compensation of Directors” in the Company’s definitive proxy statement on Scheduled 14A, filed with the Securities and Exchange Commission on March 15, 2024.
Item 8.01 Other Events
On March 3, 2025, the Company issued a press release announcing an increase in the quarterly dividend on its common shares to $0.82 per common share, from $0.70 per common share. Such press release is attached as Exhibit 99.2 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit | Description |
99.1 | |
99.2 | |
104 | The cover page of this Current Report on Form 8-K, formatted as inline XBRL. |
SIGNATURE
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/ James J. Killerlane III |
| | Name: James J. Killerlane III |
| | Title: Corporate Secretary |
Date: March 3, 2025
| | | | | | | | | | | |
NEWS RELEASE | NEWS RELEASE | NEWS RELEASE | NEWS RELEASE |
American Express Elects Michael J. Angelakis to Board of Directors
New York, March 3, 2025 -- American Express Company (NYSE: AXP) today announced that Michael J. Angelakis has been elected to its Board of Directors, effective March 3, 2025. Mr. Angelakis is the Chairman and Chief Executive Officer of Atairos, an independent strategic investment company focused on supporting growth-oriented businesses. Mr. Angelakis will also join the Board’s Audit and Compliance Committee and Nominating, Governance and Public Responsibility Committee.
“On behalf of the Board, I welcome Michael to our Board and look forward to benefitting from his wealth of leadership experience in corporate finance, strategic investments, and business transformation,” said Stephen J. Squeri, Chairman and Chief Executive Officer of American Express. “Michael’s deep financial knowledge and expertise in managing complex global businesses will be highly valuable additions to our Board as we continue to execute our growth strategy.”
Mr. Angelakis founded Atairos in 2016 with the mission of providing strategic partnership and long-term capital to high-potential companies. He is also a Senior Advisor to the Executive Management Committee of Comcast Corporation, where he previously served as Vice Chairman and Chief Financial Officer from 2011 to 2015 and Executive Vice President and Chief Financial Officer from 2007 to 2011. During that time, Mr. Angelakis was responsible for many strategic, financial, administrative and other areas within Comcast, and played a critical role in executing the company’s financial strategy and expansion as a global media and technology leader.
Before joining Comcast, Mr. Angelakis was a Managing Director and a member of the Management and Investment Committees at Providence Equity Partners, a private equity firm specializing in technology, media, and communications investments. Earlier in his career, he held roles at State Cable TV Corporation, Aurora Telecommunications and Manufacturers Hanover Trust Company. He also served as Chairman of the Board for the Federal Reserve Bank of Philadelphia.
Mr. Angelakis currently serves on the boards of Exxon Mobil Corporation, Lucky Strike Entertainment, TriNet Group and, until its upcoming Annual Meeting on May 7, 2025, Clarivate Plc. He is also a member of the boards of Arcis Golf Corporation, The Orogen Group, Aston Villa F.C. and V Sports, all of which are private companies.
Mr. Angelakis is a graduate of Babson College and Harvard Business School’s Owner/President Management Program.
ABOUT AMERICAN EXPRESS
American Express is a globally integrated payments company, providing customers with access to products, insights and experiences that enrich lives, and build business success. For more information about American Express, visit americanexpress.com, americanexpress.com/en-us/newsroom/, and ir.americanexpress.com.
Source: American Express Company
Location: Global
Media:
Deniz Yigin, Deniz.Yigin@aexp.com, +1.332.999.0836
Investors/Analysts:
Kartik Ramachandran, Kartik.Ramachandran@aexp.com, +1.212.640.5574
Amanda Blumstein, Amanda.Blumstein@aexp.com, +1.212.640.5574
Source: American Express Company
EXHIBIT 99.2
| | | | | | | | | | | |
NEWS RELEASE | NEWS RELEASE | NEWS RELEASE | NEWS RELEASE |
American Express Board Authorizes 17 Percent Dividend Increase
New York, March 3, 2025 -- The Board of Directors of American Express Company (NYSE: AXP) has approved a $0.12, or 17 percent, increase in the quarterly dividend on the company’s common stock, consistent with the planned increase discussed in the company’s fourth-quarter 2024 earnings release.
The dividend was raised to $0.82 per common share, from $0.70, payable on May 9, 2025, to shareholders of record on April 4, 2025.
ABOUT AMERICAN EXPRESS
American Express is a globally integrated payments company, providing customers with access to products, insights and experiences that enrich lives, and build business success. For more information about American Express, visit americanexpress.com, americanexpress.com/en-us/newsroom/, and ir.americanexpress.com.
Source: American Express Company
Location: Global
Media:
Deniz Yigin, Deniz.Yigin@aexp.com, +1.332.999.0836
Investors/Analysts:
Kartik Ramachandran, Kartik.Ramachandran@aexp.com, +1.212.640.5574
Amanda Blumstein, Amanda.Blumstein@aexp.com, +1.212.640.5574
Source: American Express Company
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