AXP Form 4: Director Acquires 9,469.474 Share Equivalent Units

Rhea-AI Filing Summary

Charles E. Phillips Jr., a director of American Express Company (AXP), reported a transaction dated 09/30/2025 on Form 4. The filing shows acquisition of 9,469.474 Share Equivalent Units under the company's Directors' Deferred Compensation Plan. Each Share Equivalent Unit represents the value of one common share and the units were acquired under the directors' deferred compensation arrangement and/or a dividend reinvestment feature.

The units are payable in cash after termination of the reporting person’s service as a director; they are convertible to an equivalent share value immediately upon termination and have no expiration date. The filing was submitted by one reporting person and signed by an attorney-in-fact on 10/02/2025.

Positive

• 9,469.474 Share Equivalent Units acquired under the Directors' Deferred Compensation Plan
• Units include amounts from a dividend reinvestment feature
• Share Equivalent Units are convertible to share value immediately upon termination and have no expiration date
• Settlement of units will be in cash following termination of director service

Negative

• None.

Insights

Corporate Governance Expert

Director acquired 9,469.474 Share Equivalent Units under deferred compensation on 09/30/2025.

The filing documents a non-cash compensation event where Share Equivalent Units were credited to a director under the Directors' Deferred Compensation Plan. These units reflect the value of common shares but are scheduled to be settled in cash following the reporting person’s termination of director service.

The units are convertible to share value immediately upon termination and carry no expiration date, and the filing notes inclusion of units from a dividend reinvestment feature. This is a routine governance disclosure of deferred compensation rather than an open-market equity trade.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

PHILLIPS JR CHARLES E

(Last) (First) (Middle)

C/O AMERICAN EXPRESS COMPANY

200 VESEY STREET

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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
Share Equivalent Units	(1)	09/30/2025		A(2)		111.82		(3)	(3)	Common Stock	111.82	$335.36	9,469.474(4)	D

Explanation of Responses:

1. Each Share Equivalent Unit reflects the value of one common share.

2. The reported Share Equivalent Units were acquired pursuant to the Directors' Deferred Compensation Plan and will be settled in cash following termination of service as a Director.

3. The Share Equivalent Units are convertible immediately upon termination of service as a Director and have no expiration date.

4. Includes Share Equivalent Units acquired pursuant to a dividend reinvestment feature of the Directors' Deferred Compensation Plan and/or the 2003 Share Equivalent Unit Plan for Directors.

Remarks:

Exhibit 24: Power of Attorney

	/s/ James J. Killerlane III, attorney-in-fact	10/02/2025
	** 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 did Charles E. Phillips Jr. report on Form 4 for AXP?

He reported acquisition of 9,469.474 Share Equivalent Units under the Directors' Deferred Compensation Plan on 09/30/2025.

How will the reported Share Equivalent Units be settled?

The filing states the units will be settled in cash following termination of the reporting person's service as a director.

Do the Share Equivalent Units expire or convert immediately?

The units are convertible immediately upon termination of service and the filing says they have no expiration date.

Was this Form 4 filed by a single reporting person?

Yes. The form indicates it was filed by one reporting person and lists the reporting person as a director.

Does the filing mention dividend reinvestment?

Yes. The filing explicitly states it includes Share Equivalent Units acquired pursuant to a dividend reinvestment feature of the Directors' Deferred Compensation Plan and/or the 2003 Share Equivalent Unit Plan for Directors.