STOCK TITAN

Douglas Buckminster of American Express (NYSE: AXP) reports major equity award vesting

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

American Express vice chairman Douglas E. Buckminster reported multiple equity award vestings and related tax withholdings. On 02/01/2026, he acquired 38,154 shares of common stock from vesting performance restricted stock units, bringing his directly held common stock to 169,704.955 shares before tax withholdings.

The filing also shows 1,728 additional common shares earned under the 2022 Annual Incentive Award, based on the company’s positive cumulative net income over 2023–2025. To cover tax obligations from these vestings, 20,933 and 710 shares were surrendered at a price of $352.17 per share.

In derivative securities, 22,988 employee stock options with a $173.61 exercise price vested, expiring on 02/01/2033. Buckminster additionally reports indirect beneficial ownership of 11,144 common shares through the “Douglas E. Buckminster 2025 GRAT #1.”

Positive

  • None.

Negative

  • None.
Insider Buckminster Douglas E.
Role Vice Chairman
Type Security Shares Price Value
Grant/Award Employee Stock Option (Right to Buy) 22,988 $0.00 --
Grant/Award Common Stock 38,154 $0.00 --
Tax Withholding Common Stock 20,933 $352.17 $7.37M
Grant/Award Common Stock 1,728 $0.00 --
Tax Withholding Common Stock 710 $352.17 $250K
holding Common Stock -- -- --
Holdings After Transaction: Employee Stock Option (Right to Buy) — 22,988 shares (Direct); Common Stock — 169,704.955 shares (Direct); Common Stock — 11,144 shares (Indirect, By Douglas E. Buckminster 2025 GRAT #1)
Footnotes (1)
  1. Represents shares acquired pursuant to the vesting of Performance Restricted Stock Units that were granted to the reporting person in February 2023, based upon the satisfaction of performance criteria specified for the award at the time of grant and the reporting person's continued employment. The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Performance Restricted Stock Units. Represents shares earned under the 2022 Annual Incentive Award upon the Company's positive cumulative net income over 2023-2025 pursuant to Restricted Stock Units that were granted to the reporting person in February 2023. The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Restricted Stock Units. Represents the vesting of Performance Stock Options that were granted to the reporting person in February 2023, based upon the satisfaction of performance criteria specified for the award at the time of grant and the reporting person's continued employment.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Buckminster Douglas E.

(Last) (First) (Middle)
200 VESEY STREET, AMERICAN EXPRESS TOWER

(Street)
NEW YORK NY 10285-5001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AMERICAN EXPRESS CO [ AXP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice Chairman
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/01/2026 A(1) 38,154 A (1) 169,704.955 D
Common Stock 02/01/2026 F(2) 20,933 D $352.17 148,771.955 D
Common Stock 02/01/2026 A(3) 1,728 A (3) 150,499.955 D
Common Stock 02/01/2026 F(4) 710 D $352.17 149,789.955 D
Common Stock 11,144 I By Douglas E. Buckminster 2025 GRAT #1
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $173.61 02/01/2026 A(5) 22,988 02/01/2026 02/01/2033 Common Stock 22,988 $0 22,988 D
Explanation of Responses:
1. Represents shares acquired pursuant to the vesting of Performance Restricted Stock Units that were granted to the reporting person in February 2023, based upon the satisfaction of performance criteria specified for the award at the time of grant and the reporting person's continued employment.
2. The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Performance Restricted Stock Units.
3. Represents shares earned under the 2022 Annual Incentive Award upon the Company's positive cumulative net income over 2023-2025 pursuant to Restricted Stock Units that were granted to the reporting person in February 2023.
4. The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Restricted Stock Units.
5. Represents the vesting of Performance Stock Options that were granted to the reporting person in February 2023, based upon the satisfaction of performance criteria specified for the award at the time of grant and the reporting person's continued employment.
/s/ James J. Killerlane III, attorney-in-fact 02/03/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did AXP vice chairman Douglas Buckminster report on February 1, 2026?

Douglas Buckminster reported vesting of equity awards on February 1, 2026, including 38,154 performance-based restricted stock units and 1,728 shares from a 2022 incentive award, plus 22,988 performance stock options, along with share surrenders to cover associated tax obligations.

How many American Express (AXP) shares does Douglas Buckminster hold directly after these transactions?

After the reported transactions, Douglas Buckminster directly beneficially owns 149,789.955 shares of American Express common stock. This figure reflects equity award vestings and the surrender of certain shares to satisfy tax obligations tied to restricted stock and performance-based awards.

Why were some American Express (AXP) shares surrendered in Douglas Buckminster’s Form 4?

The Form 4 states that 20,933 and 710 American Express shares were surrendered solely to satisfy tax obligations arising from the vesting of performance restricted stock units and restricted stock units, rather than representing discretionary market sales of common stock.

What performance conditions were tied to Douglas Buckminster’s 2022 Annual Incentive Award at AXP?

The 1,728 shares reported under the 2022 Annual Incentive Award were earned based on the company’s positive cumulative net income over 2023–2025. These shares were delivered through restricted stock units granted in February 2023 upon satisfaction of the specified performance criteria.

What stock options did Douglas Buckminster receive in the latest American Express (AXP) Form 4?

Buckminster received 22,988 employee stock options with a conversion price of $173.61 per share. These performance stock options vested on February 1, 2026, and are scheduled to expire on February 1, 2033, according to the reported derivative securities table.

What indirect American Express (AXP) holdings does Douglas Buckminster report?

In addition to his direct holdings, Buckminster reports indirect beneficial ownership of 11,144 American Express common shares through the "Douglas E. Buckminster 2025 GRAT #1," a grantor retained annuity trust structure identified in the Form 4’s ownership details.
American Express Co

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