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
Walter Joseph "Jay" Clayton as a director of the Company, effective October 5,
2022. A copy of the press release announcing the election of Mr. Clayton is
attached as Exhibit 99.1 to this Current Report on Form 8-K.
Mr. Clayton 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. Clayton 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 18, 2022.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Description
99.1 Press Release of American Express Company, dated October 6, 2022,
announcing the election of Jay Clayton to the Company's Board of
Directors.
104 The cover page of this Current Report on Form 8-K, formatted as inline
XBRL.
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