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2023 Proxy Statement
You Lead the Way. We've Got Your Back.
Notice of Annual Meeting of Shareholders
Table of Contents
Proxy Summary
Corporate Governance
Item 1: Election of Directors for a Term of One Year
Our Board's Composition
Our Director Nominees
Our Retiring Directors
Director Onboarding
Our Board Evaluation Process
Our Board Leadership Structure
Our Board's Primary Role and Responsibilities, Structure and Processes
Our Board Committees
Our Corporate Governance Framework
Shareholder Engagement
Compensation of Directors
Director Stock Ownership
Director and Officer Liability Insurance
Certain Relationships and Transactions
ESG
Environmental, Social and Governance (ESG)
Our ESG Objectives & Goals
2022 ESG Highlights
ESG Governance
A Holistic Approach to Diversity, Equity & Inclusion
2022 Global Workforce Representation
Creating an Inclusive Workplace Culture
Amex Flex: Our New Flexible Way of Working is Working
Supporting Colleague Health, Safety and Well-Being
Fostering Personal and Professional Growth
Our ESG Ratings
Awards and Recognition
Learn More about Corporate Sustainability and ESG Matters at American Express
Audit Committee Matters
Item 2: Ratification of Appointment of Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP Fees and Services
Report of the Audit and Compliance Committee
Executive Compensation
Item 3: Advisory Resolution to Approve Executive Compensation (Say-on-Pay)
CD&A
Compensation Discussion and Analysis
Section 1: Executive Summary
Section 2: Compensation Governance and Pay Principles
Section 3: Compensation Programs
Section 4: Compensation Determination Process
Section 5: 2022 Compensation Decisions and Outcomes
Section 6: Compensation Policies and Practices
Section 7: Report of the Compensation and Benefits Committee
Compensation Tables
Equity Compensation Plans
Pay Ratio
Pay versus Performance
Item 4: Advisory Resolution to Approve Say-On-Frequency
Shareholder Proposals
Item 5: Shareholder Proposal Relating to Termination Pay
Item 6: Shareholder Proposal Relating to Abortion & Consumer Data Privacy
Additional Information
Stock Ownership Information
Other Information
- Attending the Annual Meeting of Shareholders and Webcast
- Notice of Business to Come Before the Meeting
- Additional Voting Information
- Multiple Shareholders Sharing the Same Address
- 2024 Annual Meeting of Shareholders Information
- Availability of Form 10-K
Annex A - Information Regarding Non-GAAP Financial Measures
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2023 Proxy Statement
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2023 Proxy Statement
You Lead the Way. We've Got Your Back.
Notice of Annual Meeting of Shareholders
Table of Contents
Proxy Summary
Corporate Governance
Item 1: Election of Directors for a Term of One Year
Our Board's Composition
Our Director Nominees
Our Retiring Directors
Director Onboarding
Our Board Evaluation Process
Our Board Leadership Structure
Our Board's Primary Role and Responsibilities, Structure and Processes
Our Board Committees
Our Corporate Governance Framework
Shareholder Engagement
Compensation of Directors
Director Stock Ownership
Director and Officer Liability Insurance
Certain Relationships and Transactions
ESG
Environmental, Social and Governance (ESG)
Our ESG Objectives & Goals
2022 ESG Highlights
ESG Governance
A Holistic Approach to Diversity, Equity & Inclusion
2022 Global Workforce Representation
Creating an Inclusive Workplace Culture
Amex Flex: Our New Flexible Way of Working is Working
Supporting Colleague Health, Safety and Well-Being
Fostering Personal and Professional Growth
Our ESG Ratings
Awards and Recognition
Learn More about Corporate Sustainability and ESG Matters at American Express
Audit Committee Matters
Item 2: Ratification of Appointment of Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP Fees and Services
Report of the Audit and Compliance Committee
Executive Compensation
Item 3: Advisory Resolution to Approve Executive Compensation (Say-on-Pay)
CD&A
Compensation Discussion and Analysis
Section 1: Executive Summary
Section 2: Compensation Governance and Pay Principles
Section 3: Compensation Programs
Section 4: Compensation Determination Process
Section 5: 2022 Compensation Decisions and Outcomes
Section 6: Compensation Policies and Practices
Section 7: Report of the Compensation and Benefits Committee
Compensation Tables
Equity Compensation Plans
Pay Ratio
Pay versus Performance
Item 4: Advisory Resolution to Approve Say-On-Frequency
Shareholder Proposals
Item 5: Shareholder Proposal Relating to Termination Pay
Item 6: Shareholder Proposal Relating to Abortion & Consumer Data Privacy
Additional Information
Stock Ownership Information
Other Information
- Attending the Annual Meeting of Shareholders and Webcast
- Notice of Business to Come Before the Meeting
- Additional Voting Information
- Multiple Shareholders Sharing the Same Address
- 2024 Annual Meeting of Shareholders Information
- Availability of Form 10-K
Annex A - Information Regarding Non-GAAP Financial Measures
2023 Proxy Statement
2023 Proxy Statement
You Lead the Way. We've Got Your Back.
Notice of Annual Meeting of Shareholders
Table of Contents
Proxy Summary
Corporate Governance
Corporate Governance
Item 1: Election of Directors for a Term of One Year
Our Board's Composition
Our Director Nominees
Our Retiring Directors
Director Onboarding
Our Board Evaluation Process
Our Board Leadership Structure
Our Board's Primary Role and Responsibilities, Structure and Processes
Our Board Committees
Our Corporate Governance Framework
Shareholder Engagement
Compensation of Directors
Director Stock Ownership
Director and Officer Liability Insurance
Certain Relationships and Transactions
ESG
ESG
Environmental, Social and Governance (ESG)
Our ESG Objectives & Goals
2022 ESG Highlights
ESG Governance
A Holistic Approach to Diversity, Equity & Inclusion
2022 Global Workforce Representation
Creating an Inclusive Workplace Culture
Amex Flex: Our New Flexible Way of Working is Working
Supporting Colleague Health, Safety and Well-Being
Fostering Personal and Professional Growth
Our ESG Ratings
Awards and Recognition
Learn More about Corporate Sustainability and ESG Matters at American Express
Audit Committee Matters
Audit Committee Matters
Item 2: Ratification of Appointment of Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP Fees and Services
Report of the Audit and Compliance Committee
Executive Compensation
Executive Compensation
Item 3: Advisory Resolution to Approve Executive Compensation (Say-on-Pay)
CD&A
CD&A
Compensation Discussion and Analysis
Section 1: Executive Summary
Section 2: Compensation Governance and Pay Principles
Section 3: Compensation Programs
Section 4: Compensation Determination Process
Section 5: 2022 Compensation Decisions and Outcomes
Section 6: Compensation Policies and Practices
Section 7: Report of the Compensation and Benefits Committee
Compensation Tables
Equity Compensation Plans
Pay Ratio
Pay versus Performance
Item 4: Advisory Resolution to Approve Say-On-Frequency
Shareholder Proposals
Shareholder Proposals
Item 5: Shareholder Proposal Relating to Termination Pay
Item 6: Shareholder Proposal Relating to Abortion & Consumer Data Privacy
Additional Information
Additional Information
Stock Ownership Information
Other Information
- Attending the Annual Meeting of Shareholders and Webcast
- Notice of Business to Come Before the Meeting
- Additional Voting Information
- Multiple Shareholders Sharing the Same Address
- 2024 Annual Meeting of Shareholders Information
- Availability of Form 10-K
Annex A - Information Regarding Non-GAAP Financial Measures
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