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AmEx (AXP) CEO Squeri reports major stock and option vesting, tax share surrender

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

Rhea-AI Filing Summary

American Express Chairman and CEO Stephen J. Squeri reported multiple equity-related transactions dated February 1, 2026. He acquired 123,033 shares of common stock through the vesting of performance restricted stock units granted in February 2023, reflecting achievement of preset performance goals and continued employment.

To cover tax obligations from this vesting, 62,466 common shares were surrendered at $352.17 per share, leaving 60,567 directly held shares afterward. In addition, 74,129 employee stock options with an exercise price of $173.61 vested, giving rights to purchase an equal number of shares. He also reports indirect holdings of common stock through a 401(k) plan and the Stephen J. Squeri 2025 Master GRAT.

Positive

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Insider Squeri Stephen J
Role Chairman and CEO
Type Security Shares Price Value
Grant/Award Employee Stock Option (Right to Buy) 74,129 $0.00 --
Grant/Award Common Stock 123,033 $0.00 --
Tax Withholding Common Stock 62,466 $352.17 $22.00M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Employee Stock Option (Right to Buy) — 74,129 shares (Direct); Common Stock — 123,033 shares (Direct); Common Stock — 129.82 shares (Indirect, 401(k) Trust)
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. Balance reflects the prior transfer of 163,292.479 shares from the reporting person's direct holdings to the Stephen J. Squeri 2025 Master GRAT, which is exempt from Section 16 pursuant to Rule 16a-13. The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Performance Restricted Stock Units. Shares held in reporting person's account under the Company's Retirement Savings Plan. This plan uses unit accounting, and the number of shares that a participant is deemed to hold varies with the unit price of the Company pooled stock fund. 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.
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Form 4 Insider Transactions: What Each Field Means →
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*
Squeri Stephen J
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
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) 123,033 A (1) 123,033(2) D
Common Stock 02/01/2026 F(3) 62,466 D $352.17 60,567 D
Common Stock 129.82 I 401(k) Trust(4)
Common Stock 163,292.479(2) I By Stephen J Squeri 2025 Master GRAT
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) 74,129 02/01/2026 02/01/2033 Common Stock 74,129 $0 74,129 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. Balance reflects the prior transfer of 163,292.479 shares from the reporting person's direct holdings to the Stephen J. Squeri 2025 Master GRAT, which is exempt from Section 16 pursuant to Rule 16a-13.
3. The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Performance Restricted Stock Units.
4. Shares held in reporting person's account under the Company's Retirement Savings Plan. This plan uses unit accounting, and the number of shares that a participant is deemed to hold varies with the unit price of the Company pooled stock fund.
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did AXP CEO Stephen J. Squeri report on February 1, 2026?

Stephen J. Squeri reported vesting of 123,033 American Express common shares from performance restricted stock units and 74,129 employee stock options. He also surrendered 62,466 shares at $352.17 per share to cover tax obligations triggered by the stock unit vesting.

How many American Express shares did Stephen J. Squeri receive from performance awards in this Form 4?

He received 123,033 common shares from vesting performance restricted stock units granted in February 2023. These units vested based on satisfaction of specified performance criteria and his continued employment with American Express as Chairman and CEO.

Why were 62,466 American Express shares surrendered by Stephen J. Squeri?

The 62,466 shares were surrendered to satisfy tax obligations arising from the vesting of performance restricted stock units. The shares were valued at $352.17 per share for this tax withholding transaction, as disclosed in the Form 4 filing.

What new stock options did the AXP CEO report in this Form 4 filing?

Stephen J. Squeri reported 74,129 employee stock options vesting on February 1, 2026. These performance stock options, granted in February 2023, have an exercise price of $173.61 per share and were subject to specified performance criteria and continued employment.

What are Stephen J. Squeri’s reported direct and indirect AXP share holdings after these transactions?

Following the reported transactions, he directly holds 60,567 American Express common shares. Indirectly, the filing shows 129.82 shares through a 401(k) trust and 163,292.479 shares held by the Stephen J. Squeri 2025 Master GRAT, reflecting a prior transfer from his direct holdings.

How were performance conditions described for the AXP CEO’s 2023 awards in this Form 4?

The Form 4 explains that both the performance restricted stock units and performance stock options granted in February 2023 vested based on satisfaction of specified performance criteria at grant and Stephen J. Squeri’s continued employment with American Express.