American Express (AXP) 10-K risk factor changes: FY2021 vs FY2020

[removed: The impact of] [added: As noted above,] the COVID-19 pandemic [removed: and the measures implemented to contain the spread of the virus have] [added: has] had, and [removed: are expected to] [added: may] continue to have, a material adverse impact on our business and results of [removed: operations.][added: operations.]

The COVID-19 pandemic [removed: is having] [added: has had] widespread, rapidly evolving and unpredictable impacts on global society, economies, financial markets and [added: consumer and] business [removed: practices.][added: spending.]

[removed: - Adverse impacts on our cobrand and other partners in the travel and airline industries, our GBT JV and] [added: We rely] on [removed: our] third-party service providers, [added: cobrand partners,] merchants, [removed: customer acquisition channels,] [added: affiliate marketing firms,] processors, aggregators, network partners and other third parties [removed: that we rely on] for services that are integral to our [removed: operations.][added: operations and are subject to the risk that activities of such third parties may adversely affect our business.]

[removed: - Increased spending on our business continuity efforts, such] [added: In addition, increased costs] as [removed: technology, service centers] [added: a result of inflation, colleague retention] and [removed: our] [added: recruitment,] supply [removed: chain,] [added: chain issues] and [added: shortages of materials such as chips for our cards, and] readiness efforts for returning to our [removed: offices, which] [added: offices] may [removed: in turn] require that we [removed: further cut costs and] [added: reduce] investments in other areas.

[removed: These] [added: The global macroeconomic outlook continues to remain uncertain due to a variety of factors, including the Omicron variant, labor shortages, supply chain disruptions] and [removed: other] [added: inflation, and the] impacts of the COVID-19 pandemic may continue even after the outbreak has subsided and containment measures are lifted, [removed: and] [added: all of which] may [added: continue to] exacerbate many of the other risks described in this “Risk Factors” section.

The extent to which our business and results of operations [removed: will continue to] [added: could] be adversely affected [added: by the continuing impacts of the pandemic] will depend on numerous evolving factors and future developments that we are not able to predict, including the continued spread and severity of the virus and new variants; the imposition [added: or concern] of [removed: further containment measures and their ability to control] the [removed: spread] [added: possible imposition] of [removed: the virus;] [added: further containment measures;] the availability, distribution and use of effective treatments and vaccines; the extent [added: to which vaccines are effective over the long term] and [added: against new, emerging variants; the extent and] duration of the effect on the economy, [removed: unemployment,] [added: inflation,] consumer confidence and consumer and business spending; the [removed: availability] [added: impact on consumers] and [removed: effectiveness of] [added: businesses as forbearance and] government [removed: stimulus measures;] [added: support programs end; the continued stress on businesses due to shutdowns, operational changes] and [added: staffing issues; and] how quickly and to what extent normal operating conditions and customer behaviors resume, such as with respect to travel, dining and in-person events.

[removed: Difficult] [added: Business and economic] conditions [added: are a major driver of our results of operations and difficult conditions] in the business and economic environment, including as a result of the COVID-19 pandemic, have had [removed: and are expected to continue to have] a material adverse effect on our [removed: business and results of operations.][added: business.]

[added: Slow] economic growth, economic contraction or shifts in broader consumer and business trends significantly impact customer behaviors, including spending on our cards, the ability and willingness of Card Members to borrow and pay amounts owed to us, and demand for fee-based products and services.

Factors such as consumer spending and confidence, [added: household income and housing prices,] unemployment rates, business [removed: investment,] [added: investment and inventory levels, bankruptcies,] geopolitical instability, public policy decisions, government spending, international trade relationships, interest rates, taxes, energy costs, [removed: the volatility and strength] [added: availability] of [removed: the] capital [removed: markets,] [added: and credit,] inflation and deflation all affect the economic environment and, ultimately, our profitability.

Our business is subject to the effects of geopolitical [removed: events,] [added: conditions,] weather, natural [removed: disasters, other catastrophic events] [added: disasters] and other [removed: conditions.][added: catastrophic events.]

Geopolitical [removed: events,] [added: conditions,] terrorist attacks, natural disasters, severe [removed: weather conditions,] [added: weather, widespread] health [added: emergencies or] pandemics, information or cyber security incidents (including intrusion into or degradation of systems or technology by cyberattacks) and other catastrophic events can have a material adverse effect on our business.

Political and social conditions, fiscal and monetary policies, trade wars and tariffs, [added: labor shortages,] prolonged or recurring government shutdowns, regional or domestic [removed: hostilities] [added: hostilities, economic sanctions] and the prospect or occurrence of more widespread conflicts could also negatively affect [added: our business, operations and partners,] consumer and business spending, including travel patterns and business investment, and demand for credit.

Other disasters or catastrophic events in the future, and the impact of such events on certain industries or the overall economy, could have a negative effect on our business, results of operations and infrastructure, [removed: including our technology and systems.]

Card Members in California, New York, Florida, [removed: Texas, Georgia] [added: Texas] and [removed: New Jersey] [added: Georgia] account for a significant portion of U.S. Consumer billed business and Card Members loans, and our results of operations could be impacted by events or conditions that disproportionately or specifically affect one or more of those states.

Because we derive a portion of our revenues from travel-related spending, our business is sensitive to safety concerns related to travel and tourism, limitations on travel and mobility, and health-related risks, including travel restrictions and bans as a result of the COVID-19 [removed: pandemic] [added: pandemic, concerns that additional containment measures may be imposed on short notice] and changes in customer behaviors that may continue even after the outbreak has subsided and containment measures are lifted, such as decisions to delay or forgo business or personal travel.

We believe Visa and Mastercard are larger than we are in most countries based on [removed: billed business volumes.][added: purchase volume.]

Some of our competitors have developed, or may develop, substantially greater financial and other resources than we have and may offer richer value propositions or a wider range of programs and services than we offer or may use more effective [removed: advertising, marketing or cross-selling] strategies to acquire and retain more customers, capture a greater share of spending and borrowings, [removed: establish and] develop more attractive cobrand card and other partner programs and maintain greater merchant acceptance than we have.

We may not be able to compete effectively against these threats or respond or adapt to changes in consumer spending [added: and borrowing] habits as effectively as our competitors.

Costs such as Card Member rewards and Card Member services expenses could continue to increase as we [removed: improve] [added: evolve] our value [removed: propositions for Card Members,] [added: propositions,] including in response to increased competition.

Revolving credit balances on our cards could also be impacted by alternative financing providers, such as point-of-sale [removed: lenders.][added: lenders and buy now, pay later products.]

Certain regulations, such as [removed: PSD2 in Europe and] open banking [removed: initiatives in various jurisdictions around the world,] [added: initiatives,] could also diminish the value of our closed-loop data or the demand for our products and services by disintermediating existing financial services providers.

Competition for relationships with key business partners is very intense and there can be no assurance we will be able to grow or maintain these partner relationships or that they will remain as [removed: profitable.][added: profitable or valued by our customers.]

Establishing and retaining attractive cobrand card partnerships is particularly competitive among card issuers and networks as these partnerships typically appeal to high-spending [added: loyal customers.]

All of our cobrand portfolios in the aggregate accounted for approximately 19 percent of our worldwide [removed: billed business] [added: network volumes] for the year ended December 31, [removed: 2020.][added: 2021.]

Card Member loans related to our cobrand portfolios accounted for approximately [removed: 37] [added: 40] percent of our worldwide Card Member loans as of December 31, [removed: 2020.][added: 2021.]

[removed: The volume of billed business] [added: Network volumes] could decline and Card Member attrition could increase, in each case, significantly as a result of the termination of one or more cobrand partnership relationships.

See [removed: *"Our] [added: “*Our] business is subject to comprehensive government regulation and supervision, which could materially adversely affect our results of operations and financial [removed: condition"*] [added: condition”*] for information on the uncertainty regarding our cobrand and agent relationships in the [removed: EU.][added: EU and the UK.]

See [removed: “Contractual Obligations” under “MD&A”] [added: Note 12 to our “Consolidated Financial Statements”] for additional information on financial commitments related to agreements with certain cobrand partners.

Similarly, we are exposed to risk from bankruptcies, liquidations, insolvencies, financial distress, restructurings, [removed: consolidations] [added: consolidations, operational outages, cyber security incidents] and other similar events that may occur in any industry representing a significant portion of our [removed: billed business,] [added: network volumes,] which could negatively impact particular card products and services (and [removed: billed business] [added: volumes] generally) and our financial condition and results of operations.

During 2020, we pre-purchased [added: a significant amount of] loyalty points from certain of our travel cobrand partners, which we [removed: may] [added: have used and intend to continue to] use for [removed: future] promotions, rewards and incentive programs for our customers.

To the extent such partners cease operations or the loyalty points are no longer desired by our customers, the value of [removed: the] [added: any] pre-purchased points [added: we still have at that time] may be diminished and may result in an impairment charge.

[removed: services,] [added: For example, we are exposed to credit risk in the airline industry to the extent we protect Card Members against non-delivery of purchases,] such as where we have remitted payment to an airline for a Card Member purchase of tickets that have not yet been used or “flown.” If we are unable to collect the amount from the airline, we may bear the loss for the amount credited to the Card Member.

At December 31, [removed: 2020,] [added: 2021,] our best estimate of the maximum amount of billed business [removed: volumes] for [removed: goods and services] [added: purchases] that had yet to be delivered by, or could be charged back to, merchants was [removed: $19] [added: $24.5] billion.

This amount assumes all such merchants worldwide cease operations and thus are no longer available to deliver such [removed: goods and services] [added: purchases] or to accept such chargebacks, and that all such billed business results in claims-in-full by Card Members.

Such a maximum amount has not been indicative of our actual loss exposure in the past and we have not experienced significant losses related to these exposures to date; however, our historical experience may not be representative in the current environment given the economic and financial disruptions, particularly to travel, caused by the COVID-19 pandemic and resulting containment [removed: measures.][added: measures and staff shortages.]

We face continued intense competitive pressure that may materially impact the prices we charge for accepting our cards for [removed: payment for goods and services,] [added: payment,] as well as the risk of losing merchant relationships, which could have a material adverse impact on our business and results of operations.

Merchants, business partners and third-party merchant acquirers and aggregators are also able to negotiate incentives, pricing concessions and other [added: favorable] contractual [removed: benefits] [added: provisions] from us as a condition to accepting our cards, being cobrand [removed: partners] [added: partners, offering benefits to our Card Members] or signing merchants on our behalf.

As merchants become even larger (such as the largest tech companies), we may have to increase the amount of incentives and/or concessions we provide to [removed: such merchants.][added: them.]

We also face the risk of losing a merchant relationship that could materially adversely affect our [removed: billed business] [added: network] volumes, ability to retain current Card Members and attract new Card Members and therefore, our business and results of operations.

Our average merchant discount rate has been impacted by regulatory changes affecting competitor pricing in certain international [removed: countries.][added: countries and may in the future be impacted by pricing regulation.]

The consequences of negative circumstances impacting us or the economic environment generally can be sudden and severe and can impact customer types and geographies in which we operate in very different ways.

The pandemic and resulting containment measures adversely impacted a significant portion of our network volumes (including, but not limited to, travel and entertainment (T&E) spending) and spending in certain categories have still not recovered to pre-pandemic levels.

For example, airline-related billed business was down 62 percent in 2021 relative to 2019 and spending by large and global corporate customers was down 45 percent relative to 2019.

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including our technology and systems.

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prohibiting discrimination through provisions in our merchant contracts, including non-discrimination and honor-all-cards provisions, subject to local legal requirements.

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We publicly share certain information about our ESG initiatives.

We may face increased scrutiny related to these activities, and our failure to achieve progress in these areas on a timely basis, if at all, could impact our reputation, colleague retention and public perceptions of our business.

In addition, we maintain cyber crisis response procedures and regularly test our procedures to remain prepared and reduce the risk of harm to our business operations, customers and third parties in the event of an information or cyber security incident.

In addition, new products and services, such as checking accounts and non-card lending, may increase our exposure to fraud and other malfeasance.

Our ability to address incidents may also depend on the timing and nature of assistance that may be provided from relevant governmental or law enforcement agencies.

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us and our subsidiaries by banking regulators and rating agencies, reputational and financial damage to our brand, and reduced usage of our products and services, all of which could have a material adverse impact on our business.

An increase in remote working as a result of the pandemic may increase the risk of such events occurring and the impact of such events on our business and operations.

If a service provider or other third party fails to fulfill its obligations to us, it could interrupt or compromise the quality of our services to customers or impact our business.

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management and compliance systems.

In addition, we may underestimate the resources needed and our ability to develop new products and services, particularly beyond our traditional card products and travel-related services.

GBT has entered into a business combination agreement with a third party, the consummation of which will result in GBT becoming a public company.

GBT currently plans to continue to conduct its day-to-day business under its existing name and brand pursuant to a license from us even after it becomes a public company.

The pandemic may also have long-term effects on the nature of

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the office environment and remote working, which may result in increased costs and present operational and workplace culture challenges that may also adversely affect our business.

The market for qualified individuals with diverse perspectives and reflecting the diversity of our communities is highly competitive, and we may not be able to attract and retain such individuals.

We have and may continue to experience increased costs related to compensation and other benefits necessary to attract and retain qualified personnel.

Our inability to attract and retain highly skilled, motivated and diverse personnel could materially adversely affect our business and our culture.

Our operations, business, customers and partners could be materially adversely affected by climate change.

There are increasing and rapidly evolving concerns over the risks of climate change and related environmental sustainability matters.

The physical risks of climate change include rising average global temperatures, rising sea levels and an increase in the frequency and severity of extreme weather events and natural disasters.

Such events and disasters could disrupt our operations or the operations of customers or third parties on which we rely and could result in market volatility or negatively impact our customers’ spending behaviors or ability to pay outstanding loans.

Additionally, we may face risks related to the transition to a low-carbon economy.

Changes in consumer preferences, travel patterns and legal requirements could increase expenses or otherwise adversely impact our business, our customers and partners.

We could also experience increased expenses resulting from strategic planning, litigation and changes to our technology, operations, products and services, as well as reputational harm as a result of negative public sentiment, regulatory scrutiny and reduced stakeholder confidence, due to our response to climate change and our efforts relating to the Advancing Climate Solutions pillar of our ESG strategy.

In preparation for the completion of Brexit, numerous EU laws and regulations were separately adopted into UK domestic legislation in order to ensure continuity.

However, the UK plans to evaluate the extent to which these EU-legacy laws and regulations should change going forward and has already indicated some areas where it may take a different approach from the EU.

In a

The pandemic and containment measures have contributed to, among other things:

- Widespread changes to, and significant reductions in, household and business activity and consumer and business spending, as well as economic concerns and a rise in unemployment.

- Adverse impacts on the creditworthiness of our customers and other counterparties and their ability to pay amounts owed to us and our ability to collect such amounts and required increases in our reserves for credit losses.

- Adverse impacts on industries representing a significant portion of our billed business (including, but not limited to, travel and entertainment (T&E) spending).

- Adverse impacts on capital and credit market conditions and our deposit base, which may limit our access to funding, increase our cost of capital, and affect our ability to meet liquidity needs.

- An increased risk of significantly higher Card Member reimbursements for goods or services purchased from merchants that cease operations or are otherwise unable to ultimately provide those goods or services or, in the case of our business partners, impairments of rewards points we purchased from those partners.

- An increased strain on our risk management policies generally, including, but not limited to, the effectiveness and accuracy of our models, given the lack of data inputs and comparable precedent.

- An increased risk of impairment, restructuring or other charges, including as a result of impairment of the value of our investments and other assets.

- Adverse impacts on our daily business operations and our colleagues’ ability to perform necessary business functions, including as a result of illness, office closures and other limitations, or restrictions on movement.

- Increased challenges in growing or retaining our Card Member base and in launching new products or businesses or refreshing existing products in line with expectations or the current and changing needs of our customers.

- An increased risk of an information or cyber security incident, fraud, a failure to maintain the uninterrupted operation of our information systems or a failure in the effectiveness of our AML and other compliance programs due to, among other things, an increase in remote work.

Slow

Spending at T&E merchants, for example, is sensitive to business and personal discretionary spending levels and circumstances impacting travel.

We experienced the effects of this sensitivity in 2020 as a result of the COVID-19 pandemic, with T&E spending decreasing 61 percent compared to 2019, while non-T&E spending decreased 1 percent.

Likewise, spending by small businesses and corporate clients, which comprised approximately 40 percent of our worldwide billed business during 2020, depends in part on the economic environment and a favorable climate for continued business investment and new business formation, as well as on related volumes of business travel.

During the pandemic, Card Member billed business decreased 19 percent in 2020 compared to 2019.

Increases in delinquencies and write-off rates as a result of increases in bankruptcies, unemployment rates, changes in customer behaviors or otherwise could also have a material adverse effect on our results of operations.

We increased our reserves for credit losses significantly in 2020 due to the deterioration of the global macroeconomic outlook.

The consequences of negative circumstances impacting us or the environment generally can be sudden and severe, as we experienced from the end of the first quarter into the second quarter of 2020 due to the pandemic.

As noted above, the COVID-19 pandemic has had, and is expected to continue to have, a material adverse impact on our business and results of operations.

The exit of the United Kingdom from the European Union could materially adversely impact our business, results of operations and financial condition.

Our business in the United Kingdom and elsewhere may be negatively impacted by the exit of the United Kingdom from the EU (commonly referred to as Brexit), including from a deterioration of the economic environment in the United Kingdom and other countries in which we operate.

While a trade deal was agreed to between the United Kingdom and the EU at the end of 2020, the financial, trade and legal implications of Brexit remain uncertain.

As of December 31, 2020, the United Kingdom constituted approximately 4 percent of our worldwide billed business and the EMEA (Europe, Middle East and Africa) region as a whole constituted approximately 9 percent.

loyal customers.

See "Off-Balance Sheet Arrangements and Contractual Obligations" under "MD&A" for additional information regarding commitments for payments to certain cobrand partners.

For example, we are exposed to credit risk in the airline industry to the extent we protect Card Members against non-delivery of goods and

In addition, the laws of a number of states in the United States that prohibit surcharging have been overturned in litigation brought by merchant groups.

volumes.

litigation against us.

We rely on third-party service providers, cobrand partners, merchants, customer acquisition channels, processors, aggregators, network partners and other third parties for services that are integral to our operations and are subject to the risk that activities of such third parties may adversely affect our business.

If a service provider or other third party ceases to provide the data quality or communications capacity we expect or services upon which we rely, as a result of natural disaster, operational disruptions or errors, including as a result of the impacts of COVID-19, terrorism, information or cyber security incidents, or any other reason, the failure could interrupt or compromise the quality of our services to customers or impact our business.

In addition, we may underestimate the time and expense we must invest in new products and services before they generate significant revenues, if at all.

The market for qualified individuals is highly competitive, and we may not be able to attract and retain qualified personnel or candidates to replace or succeed members of our senior management team or other key personnel who voluntarily or involuntarily leave the company.

The loss of key personnel could materially adversely affect our business.

As regulators increase their focus in this area, we are likely to face increased costs related to oversight, supervision and fines and changes to our business practices, including restrictions with respect to the types of products and services we may offer, the countries in which our cards may be used, and the types of customers and merchants who can obtain or accept our cards.

Emerging technologies, such as digital currencies, could limit our ability to track the movement of funds.

Businesses in the financial services and payments industries have historically been subject to significant legal actions, including class action lawsuits.

damages sought in some matters asserted against us, there is significant uncertainty as to the ultimate liability we may incur from litigation.

We have been subject to regulatory actions and may continue to be subject to such actions, including governmental inquiries, investigations and enforcement proceedings, in the event of noncompliance or alleged noncompliance with laws or regulations.

- Credit card, charge [removed: card] [added: card, banking] and other payment and financing products

These products and services are sold through various channels, including mobile and online applications, affiliate marketing, customer referral programs, third-party [removed: vendors] [added: service providers] and business partners, direct mail, telephone, in-house sales teams, and direct response advertising.

The amount of fees charged for accepting our cards as [removed: payment for goods or services,] [added: payment,] or merchant discount, varies with, among other factors, the industry in which the merchant does business, the merchant’s overall American Express-related transaction volume, the method of payment, the settlement terms with the merchant, the method of submission of transactions and, in certain instances, the geographic scope for the related card acceptance agreement between the merchant and us (e.g., domestic or global) and the transaction amount.

- Interest [removed: on loans,] [added: income,] principally represents interest [removed: income] earned on outstanding [added: loan] balances;

- Other revenue, primarily represents revenues arising from contracts with [removed: partners of] our GNS [removed: business] [added: partners] (including commissions and signing fees less issuer rate payments), cross-border Card Member spending, ancillary merchant-related fees, earnings (losses) from equity method investments (including [removed: the GBT JV),] [added: GBT),] insurance [removed: premiums earned from Card Members,] [added: premiums,] and prepaid card and Travelers Cheque-related revenue.

[removed: Proprietary billed] [added: Billed] business, which [removed: accounted for 86] [added: represented 85] percent of our total [removed: billings] [added: network volumes] and drives most of our financial results, [removed: was also down by 19 percent.][added: increased 25 percent and continued to show different paces of recovery for G&S and T&E spend.]

Other fees and commissions and Other revenues [removed: declined] [added: increased] year-over-year, primarily driven by [removed: a reduction in] [added: higher] travel-related revenues.

Card Member rewards, Card Member services and business development expenses are generally correlated to [removed: billings] [added: volumes] or are variable based on usage, and [removed: were lower this year] [added: increased year-over-year] due to [removed: the decline] [added: growth] in [removed: billing volumes] [added: spend] and [removed: lower] [added: higher] usage of travel-related benefits.

See “Supervision and Regulation” in “Business” for information on legislative and regulatory changes that could have a material adverse effect on our results of operations and financial condition and “Risk Factors” and “Cautionary Note Regarding [removed: Forward Looking] [added: Forward-Looking] Statements” for information on additional [removed: potential] impacts of the COVID-19 pandemic and the potential impacts of economic, geopolitical and competitive conditions and certain litigation and regulatory matters on our business.

Refer to the [removed: "Glossary] [added: “Glossary] of Selected [removed: Terminology"] [added: Terminology”] for the definitions of certain key terms [removed: and related information appearing within] [added: used in] this section.

The discussions in the “Financial Highlights”, “Consolidated Results of Operations” and “Business Segment Results of Operations” provide commentary on the variances for the year ended December 31, [removed: 2020] [added: 2021] compared to the year ended December 31, [removed: 2019,] [added: 2020,] as presented in the accompanying tables.

These discussions should be read in conjunction with the discussion under [removed: "Business Environment,"] [added: “Business Environment,”] which contains further information on the COVID-19 pandemic and the related impacts on our [removed: consolidated results of operations.][added: results.]

For a discussion of the financial condition and results of operations for [removed: 2019] [added: 2020] compared to [removed: 2018,] [added: 2019,] please refer to Part II, Item 7.

[removed: "Management's] [added: “Management's] Discussion and Analysis of Financial Condition and Results of [removed: Operations"] [added: Operations”] in our Annual Report on Form 10-K for the year ended December 31, [removed: 2019,] [added: 2020,] filed with the SEC on February [removed: 13, 2020.][added: 12, 2021.]

[removed: Results] [added: (d)Results] for reporting periods beginning [added: on and] after January 1, 2020 are presented using the CECL methodology, while [removed: comparative] information [added: as of and for the year ended December 31, 2019] continues to be reported in accordance with the incurred loss methodology [added: then] in [removed: effect for prior periods.][added: effect.]

Refer to Note [added: 1 and Note] 3 to the [removed: "Consolidated] [added: “Consolidated] Financial [removed: Statements"] [added: Statements”] for further information.

| *(Millions, except percentages and per share amounts)* | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2020] [added: 2021] vs. [removed: 2019] [added: 2020] | | | | | | | | | | | | [removed: 2019] [added: 2020] vs. [removed: 2018] [added: 2019] | | | | | | | | |

| Total revenues net of interest expense | | | | | | $ | [removed: 36,087] [added: 42,380] | | | | | $ | [removed: 43,556] [added: 36,087] | | | | | $ | [removed: 40,338] [added: 43,556] | | | | | $ | [removed: (7,469)] [added: 6,293] | | | | | [removed: (17)] [added: 17] | | % | | | | $ | [removed: 3,218] [added: (7,469)] | | | | | [removed: 8] [added: (17)] | | % |

| Provisions for credit losses [added: (a)] | | | | | | [removed: 4,730] [added: (1,419)] | | | | | | [removed: 3,573] [added: 4,730] | | | | | | [removed: 3,352] [added: 3,573] | | | | | | [removed: 1,157] [added: (6,149)] | | | | | | [removed: 32] [added: #] | | | | | | [removed: 221] [added: 1,157] | | | | | | [removed: 7] [added: 32] | | |

| Expenses | | | | | | [removed: 27,061] [added: 33,110] | | | | | | [removed: 31,554] [added: 27,061] | | | | | | [removed: 28,864] [added: 31,554] | | | | | | [removed: (4,493)] [added: 6,049] | | | | | | [removed: (14)] [added: 22] | | | | | | [removed: 2,690] [added: (4,493)] | | | | | | [removed: 9] [added: (14)] | | |

| Pretax income | | | | | | [removed: 4,296] [added: 10,689] | | | | | | [removed: 8,429] [added: 4,296] | | | | | | [removed: 8,122] [added: 8,429] | | | | | | [removed: (4,133)] [added: 6,393] | | | | | | [removed: (49)] [added: #] | | | | | | [removed: 307] [added: (4,133)] | | | | | | [removed: 4] [added: (49)] | | |

| Income tax provision | | | | | | [removed: 1,161] [added: 2,629] | | | | | | [removed: 1,670] [added: 1,161] | | | | | | [removed: 1,201] [added: 1,670] | | | | | | [removed: (509)] [added: 1,468] | | | | | | [removed: (30)] [added: #] | | | | | | [removed: 469] [added: (509)] | | | | | | [removed: 39] [added: (30)] | | |

| Net income | | | | | | [removed: 3,135] [added: 8,060] | | | | | | [removed: 6,759] [added: 3,135] | | | | | | [removed: 6,921] [added: 6,759] | | | | | | [removed: (3,624)] [added: 4,925] | | | | | | [removed: (54)] [added: #] | | | | | | [removed: (162)] [added: (3,624)] | | | | | | [removed: (2)] [added: (54)] | | |

| Earnings per common share — [removed: diluted(a)] [added: diluted (b)] | | | | | | $ | [removed: 3.77] [added: 10.02] | | | | | $ | [removed: 7.99] [added: 3.77] | | | | | $ | [removed: 7.91] [added: 7.99] | | | | | $ | [removed: (4.22)] [added: 6.25] | | | | | [removed: (53)] [added: #] | | [removed: %] | | | | $ | [removed: 0.08] [added: (4.22)] | | | | | [removed: 1] [added: (53)] | | % |

| Return on average [removed: equity(b)] [added: equity (c)] | | | | | | [removed: 14.2] [added: 33.7] | | % | | | | [removed: 29.6] [added: 14.2] | | % | | | | [removed: 33.5] [added: 29.6] | | % | | | | | | | | | | | | | | | | | | | | | | | | |

| Effective tax rate [removed: (ETR)] | | | | | | [removed: 27.0] [added: 24.6] | | % | | | | [removed: 19.8] [added: 27.0] | | % | | | | [removed: 14.8] [added: 19.8] | | % | | | | | | | | | | | | | | | | | | | | | | | | |

[removed: (a)Represents] [added: (b)Represents] net income, less (i) earnings allocated to participating share awards of [removed: $20] [added: $56] million, [removed: $47] [added: $20] million and [removed: $54] [added: $47] million for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] respectively, [removed: and] (ii) dividends on preferred shares of [removed: $79] [added: $71] million, [removed: $81] [added: $79] million and [removed: $80] [added: $81] million for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018, respectively.][added: 2019, respectively, and (iii) equity-related adjustments of $16 million related to the redemption of preferred shares for the year ended December 31, 2021.]

[removed: (b)Return] [added: (c)Return] on average equity (ROE) is [removed: computed] [added: calculated for the relevant periods] by dividing [added: the] (i) [removed: one-year period] [added: preceding twelve months] of net income [removed: ($3.1] [added: ($8.1] billion, [removed: $6.8] [added: $3.1] billion and [removed: $6.9] [added: $6.8] billion for [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] respectively) by (ii) one-year [added: monthly] average of total shareholders’ equity [removed: ($22.0] [added: ($23.9] billion, [removed: $22.8] [added: $22.0] billion and [removed: $20.7] [added: $22.8] billion for [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] respectively).

| *(Millions, except percentages)* | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2020] [added: 2021] vs. [removed: 2019] [added: 2020] | | | | | | | | | | | | [removed: 2019] [added: 2020] vs. [removed: 2018] [added: 2019] | | | | | | | | |

| Discount revenue | | | | | | $ | [removed: 20,401] [added: 25,727] | | | | | $ | [removed: 26,167] [added: 20,401] | | | | | $ | [removed: 24,721] [added: 26,167] | | | | | $ | [removed: (5,766)] [added: 5,326] | | | | | [removed: (22)] [added: 26] | | % | | | | $ | [removed: 1,446] [added: (5,766)] | | | | | [removed: 6] [added: (22)] | | % |

| Net card fees [added: (a)] | | | | | | [removed: 4,664] [added: 5,195] | | | | | | [removed: 4,042] [added: 4,664] | | | | | | [removed: 3,441] [added: 4,042] | | | | | | [removed: 622] [added: 531] | | | | | | [removed: 15] [added: 11] | | | | | | [removed: 601] [added: 622] | | | | | | [removed: 17] [added: 15] | | |

| Other fees and commissions | | | | | | [removed: 2,163] [added: 2,392] | | | | | | [removed: 3,297] [added: 2,163] | | | | | | [removed: 3,153] [added: 3,297] | | | | | | [removed: (1,134)] [added: 229] | | | | | | [removed: (34)] [added: 11] | | | | | | [removed: 144] [added: (1,134)] | | | | | | [removed: 5] [added: (34)] | | |

| Other | | | | | | [removed: 874] [added: 1,316] | | | | | | [removed: 1,430] [added: 874] | | | | | | [removed: 1,360] [added: 1,430] | | | | | | [removed: (556)] [added: 442] | | | | | | [removed: (39)] [added: 51] | | | | | | [removed: 70] [added: (556)] | | | | | | [removed: 5] [added: (39)] | | |

| Total non-interest revenues | | | | | | [removed: 28,102] [added: 34,630] | | | | | | [removed: 34,936] [added: 28,102] | | | | | | [removed: 32,675] [added: 34,936] | | | | | | [removed: (6,834)] [added: 6,528] | | | | | | [removed: (20)] [added: 23] | | | | | | [removed: 2,261] [added: (6,834)] | | | | | | [removed: 7] [added: (20)] | | |

| Total interest income | | | | | | [removed: 10,083] [added: 9,033] | | | | | | [removed: 12,084] [added: 10,083] | | | | | | [removed: 10,606] [added: 12,084] | | | | | | [removed: (2,001)] [added: (1,050)] | | | | | | [removed: (17)] [added: (10)] | | | | | | [removed: 1,478] [added: (2,001)] | | | | | | [removed: 14] [added: (17)] | | |

| Total interest expense | | | | | | [removed: 2,098] [added: 1,283] | | | | | | [removed: 3,464] [added: 2,098] | | | | | | [removed: 2,943] [added: 3,464] | | | | | | [removed: (1,366)] [added: (815)] | | | | | | (39) | | | | | | [removed: 521] [added: (1,366)] | | | | | | [removed: 18] [added: (39)] | | |

| Net interest income | | | | | | [removed: 7,985] [added: 7,750] | | | | | | [removed: 8,620] [added: 7,985] | | | | | | [removed: 7,663] [added: 8,620] | | | | | | [removed: (635)] [added: (235)] | | | | | | [removed: (7)] [added: (3)] | | | | | | [removed: 957] [added: (635)] | | | | | | [removed: 12] [added: (7)] | | |

| Total revenues net of interest expense | | | | | | $ | [removed: 36,087] [added: 42,380] | | | | | $ | [removed: 43,556] [added: 36,087] | | | | | $ | [removed: 40,338] [added: 43,556] | | | | | $ | [removed: (7,469)] [added: 6,293] | | | | | [removed: (17)] [added: 17] | | % | | | | $ | [removed: 3,218] [added: (7,469)] | | | | | [removed: 8] [added: (17)] | | % |

See Tables 5 and 6 for more details on [removed: billed business] [added: volume] performance.

The [removed: decrease] [added: increase] in discount revenue was also driven by [removed: a decrease] [added: an increase] in the average discount [removed: rate] [added: rate,] primarily due to a [removed: shift] [added: change] in [removed: spend] [added: the] mix [added: of spending driven by increased levels of T&E-related volumes, as compared] to [removed: non-T&E categories.][added: the prior year.]

We have a significant ownership position in, and extensive commercial arrangements with, American Express Global Business Travel (GBT).

The commercial arrangements with GBT include, among other things, a long-term trademark license agreement pursuant to which GBT uses the American Express brand, GBT’s support of certain of our partnerships, joint negotiation with travel suppliers and a strategic relationship between GBT and our GCS business.

During the fourth quarter of 2021, our economic interest in GBT was reduced to approximately 41 percent from 50 percent as a result of GBT’s acquisition of Egencia; our voting rights remain at 50 percent.

Also during the fourth quarter of 2021, GBT entered into a business combination agreement with Apollo Strategic Growth Capital (APSG).

Upon consummation of the business combination, which is subject to the satisfaction of customary closing conditions, including approval by APSG’s shareholders and certain regulatory approvals, the terms of certain of our commercial arrangements with GBT will be amended and GBT will become a public company.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

Effective for the first quarter of 2021, we changed the way we describe our volume metrics, replacing billed business, proprietary billed business and GNS billed business with network volumes, billed business and processed volumes, respectively.

Within processed volumes we now include transactions associated with certain alternative payment solutions that were not previously reported in our volume metrics.

Refer to the “Glossary of Selected Terminology” for definitions of each updated term.

Our results for the year reflect the strong growth momentum we have seen in our business throughout 2021, and our strategy of investing in our customers, brand and talent is helping in our effort to drive share, scale and relevance.

Spending on our network reached record levels and credit metrics remained around historic lows.

Net income more than doubled versus the prior year to $8.1 billion and exceeded 2019 levels; contributing to this increase in Net income in the current year was a $2.5 billion credit reserve release and sizeable net gains on equity investments.

Year-over-year comparisons reflect the adverse impacts on our business in 2020 due to the COVID-19 pandemic.

As certain of the pandemic-related restrictions were lifted and macroeconomic conditions improved, and through the successful execution of our investment strategy, we saw a steady recovery in our business, with certain key areas growing beyond pre-pandemic (2019) levels in 2021.

Worldwide network volumes for the year increased 24 percent compared to the prior year and reached 2019 levels.

G&S spend, which accounts for the majority of our billed business, grew by 19 percent on a year-over-year basis, and was 18 percent above 2019 levels.

This growth was primarily driven by ongoing strong performance in online and card-not-present spending even as offline spending fully recovered and resumed growth compared to 2019 levels.

Global T&E spend grew 59 percent versus the prior year, reflecting a steady recovery throughout the year, which resulted in fourth quarter T&E volumes reaching 82 percent of 2019 levels.

The year-over-year growth in billed business was led by the U.S., where spend increased 26 percent versus the prior year and exceeded 2019 levels by 6 percent, primarily driven by U.S. consumers and small and mid-sized enterprises.

Total revenues net of interest expense increased 17 percent year-over-year, reflecting double digit growth in all our non-interest revenue lines.

Discount revenue, our largest revenue line, increased 26 percent year-over-year, driven primarily by growth in Card Member spending.

Net card fees grew consistently throughout 2021 and were up 11 percent year over year, as new card acquisitions increased, and Card Member retention remained high, demonstrating the impact of investments we have made in our premium value propositions.

Net interest income declined 3 percent versus the prior year, primarily due to a decrease in net interest yields driven by higher paydown rates on revolving loan balances.

Card Member loans increased 21 percent, which was lower than the growth in billed business due to higher paydown rates driven in part by the continued liquidity and financial strength of our customer base.

Provisions for credit losses decreased and resulted in a net benefit, primarily due to a $2.5 billion reserve release in the current year versus a reserve build in the prior year and lower net write-offs in the current year.

The reserve release in the current year was driven by improved portfolio quality and macroeconomic outlook, partially offset by an increase in the outstanding balance of loans and receivables.

We do not expect to see reserve releases of this magnitude in 2022.

Additionally, our higher rewards expense versus last year was partially driven by an increase to our Membership Rewards liability to reflect a higher mix of redemptions in travel-related categories.

During the year we increased marketing investments to build growth momentum and accelerate new card acquisitions.

Our ongoing investments in differentiated value propositions and expansion of our digital capabilities are helping to drive increased Card Member engagement and strong retention rates.

Our operating expenses for 2021 were in line with 2020; however, the current year included sizeable net gains associated with the Amex Ventures equity investments that we do not expect to occur with the same magnitude in 2022.

We expect to continue to invest strategically in marketing, value propositions on our products, technology and our colleagues.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

During the year, we returned $9 billion of capital to our shareholders through common share repurchases and divided payments, which resulted in us ending the year with our Common Equity Tier 1 (CET1) capital ratio back within our target range of 10 to 11 percent.

We plan to continue to manage our CET1 capital ratio within our target range.

We also expect to increase our dividend payment by approximately 20 percent in the first quarter of 2022, subject to approval by our Board of Directors.

The growth momentum we generated throughout this year has strengthened our resolve to continue to focus on our strategic imperatives – expand our leadership in the premium consumer space, build on our strong position in commercial payments, strengthen our global merchant network, and make American Express an essential part of our customers’ digital lives.

We believe that continuing our strategy of investing at high levels in our customers, brand and talent will position us well as we seek to deliver sustainable and profitable long-term growth.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

(a)Results for reporting periods beginning on and after January 1, 2020 are presented using the Current Expected Credit Loss (CECL) methodology, while information as of and for the year ended December 31, 2019 continues to be reported in accordance with the incurred loss methodology then in effect.

Business travel-related services are offered through our non-consolidated joint venture, American Express Global Business Travel (the GBT JV).

The COVID-19 pandemic has brought unprecedented challenges to businesses and economies around the world.

Our 2020 financial results were significantly down year-over-year, reflecting the impact of the deterioration in the global economy due to the pandemic and the related containment measures.

There remains a high degree of uncertainty relating to the ongoing spread and severity of the virus and new variants, as well as the availability, distribution and use of effective treatments and vaccines.

To the extent that the global economy continues to be negatively impacted by the pandemic, our results will be affected, with credit trends and spending volumes being the key drivers of our financial performance.

Throughout 2020, we focused and made substantial progress on our four priorities to manage through this period of uncertainty: supporting our colleagues and winning as a team; protecting our customers and our brand; structuring the company for growth in the future; and remaining financially strong.

Since the first quarter of 2020, our colleague base has successfully operated in a mostly remote working environment and we have sought to ensure that our colleagues have the flexibility and resources they needed to stay safe, healthy and productive.

To support our customers and merchants, we offered financial and other assistance, added product benefits to reflect today’s environment, and provided the high level of customer service they expect and rely on.

We experienced lower voluntary attrition rates on our proprietary products compared to the prior year.

In addition, our Card Members continued to recognize our commitment to service excellence, ranking us number one in the J.D. Power U.S. Credit Card Satisfaction Study for the tenth time.

We worked with our strategic partners on initiatives to support our communities and launched our largest ever Shop Small campaign to help support small merchants.

In addition, we remained committed to strengthening inclusion and diversity, and committed to an action plan to promote racial, ethnic and gender equity for our colleagues, customers and communities.

Reflective of the impacts of the pandemic and the broader macroeconomic environment, our billed business for the year was down 19 percent compared to the prior year, with a low in mid-April followed by a gradual recovery over the remainder of the year.

Since mid-April, we have seen steady improvement in our overall billed business, with different recovery trends in T&E and non-T&E spend.

Non-T&E spend, which has historically accounted for a large portion of our billed business, recovered to pre-pandemic levels in the second half of the year resulting in a full year decline of 1 percent compared to the prior year.

T&E spend continued to be significantly impacted throughout the course of the year, although we saw a modest improvement from the lows of mid-April primarily driven by proprietary consumer T&E spend, resulting in a year-over-year decline of 61 percent.

Revenues net of interest expense decreased 17 percent compared to the prior year, consistent with the trend in billings.

Discount revenue, our largest revenue line, decreased 22 percent, which was a larger contraction than the decline in billed business for the year due to a decrease in the average discount rate.

The average discount rate decrease was driven by a shift in spend mix to non-T&E categories.

Card fee revenues, which are recognized over a twelve-month period and therefore are slower to react to economic shifts, continued to grow as compared to the prior year.

While Card Member retention remained high throughout the year, net card fee growth decelerated as we slowed new card acquisitions to manage through the peak of uncertainty during the crisis.

Net interest income declined by 7 percent year-over-year, primarily driven by lower average loans.

As a result of the spend-centric nature of our business model, Card Member loans and receivables declined 16 percent and 24 percent year-over-year, respectively, due to lower billed business volumes.

Provisions for credit losses increased, primarily due to a higher reserve build reflecting the deterioration of the global macroeconomic outlook, including unemployment and gross domestic product (GDP), partially offset by improved credit performance and lower loan and receivable volumes.

In order to provide support to our customers impacted by the pandemic, we created a short-term Customer Pandemic Relief program and enhanced our longer-term financial relief programs.

The total balance of loans and receivables that were in a delinquent status or in one of our financial relief programs peaked in the second quarter and then declined sequentially through the remainder of the year.

In addition, our write-offs and delinquencies were down year-over-year reflecting our strong risk management practices, the record levels of government stimulus and the broad availability of forbearance programs.

During the year, we remained focused on controlling operating expenses, while investing in marketing initiatives to support our customers, such as enhancements that we made to value propositions for many of our card products and our largest ever Shop Small campaign.

Throughout the year, our liquidity levels and capital position remained strong, with capital ratios that are well above our targets and regulatory requirements.

These robust liquidity and capital levels provide us with significant flexibility to maintain the strength of our balance sheet through this uncertain period.

Looking forward, we remain committed to capital distributions through dividend payments and resuming share repurchases up to our maximum capacity authorized by the Federal Reserve in the first quarter of 2021.

Our progress in managing through the pandemic over the last year confirms the resilience of our differentiated business model, which includes a loyal and diverse customer base, a valued brand, our global merchant network, and our integrated payments platform.

All of this, supported by our resilient colleagues around the world, provides us with a solid foundation as we move into 2021, which we see as a transition year.

We will still be managing through the effects of the pandemic, but with an increased focus on maximizing investments in areas that will enable us to rebuild growth momentum.

As a result of the adoption of CECL on January 1, 2020, there is a lack of comparability in both the reserves and provisions for credit losses for the periods presented.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Adjustments to ETR(c) | | | | | | | | | | | | | | | | | | 6.1 | | % | | | | | | | | | | | | | | | | | | | | | | | | |

| Adjusted ETR(c) | | | | | | | | | | | | | | | | | | 20.9 | | % | | | | | | | | | | | | | | | | | | | | | | | | |

(c)The adjusted ETR for 2018 is a non-GAAP measure.

The 2018 adjusted ETR excludes a benefit of $496 million relating to changes in the tax method of accounting for certain expenses, the resolution of certain prior years’ tax audits, and a final adjustment to our 2017 provisional tax charge related to the Tax Cuts and Jobs Act enacted on December 22, 2017 (Tax Act).

American Express® cards issued by [removed: American Express] [added: us,] as well as by third-party banks and other institutions on the American Express [removed: network permit] [added: network, can be used by] Card Members to charge purchases [removed: of goods and services] at the millions of merchants around the world that accept cards bearing our logo.

Our various products and services are sold globally to diverse customer groups through various channels, including mobile and online applications, affiliate marketing, customer referral programs, third-party [removed: vendors] [added: service providers] and business partners, direct mail, telephone, in-house sales teams and direct response advertising.

While our business was significantly impacted by the [added: COVID-19] pandemic in [removed: 2020 as further described in this report,] [added: 2020,] we believe our [removed: progress in managing] [added: growth momentum] through [removed: it confirms] [added: 2021 strengthens our focus on our strategic imperatives and] the resilience of our differentiated business model.

[removed: ][added: ]

- Providing digital and mobile services and an array of benefits and experiences across card products, such as airport lounge [removed: access] [added: access, dining experiences] and other travel and lifestyle benefits, which we believe are difficult for others to replicate and help increase Card Member engagement

During 2020, we enhanced our value propositions on many of our [removed: card] products, including adjusting our rewards programs and adding limited time offers and statement credits in categories that [removed: are] [added: were] relevant [removed: in the current environment,] [added: to how customer spending behaviors were changing,] such as [removed: wireless,] [added: wireless telephone services,] streaming services, business essentials and food delivery.

For the year ended December 31, [removed: 2020,] [added: 2021,] worldwide [removed: proprietary] billed business (spending on American Express cards issued by us) was [removed: $870.7 billion] [added: $1.1 trillion] and at December 31, [removed: 2020,] [added: 2021,] we had [removed: 68.9] [added: 71.4] million proprietary cards-in-force worldwide.

We operate a payments network through which we establish and maintain relationships with third-party banks and other institutions in approximately [removed: 98] [added: 103] countries and territories, licensing the American Express brand and extending the reach of our global network.

For the year ended December 31, [removed: 2020,] [added: 2021,] worldwide network services [removed: billed business] [added: processed volume] (spending on American Express cards issued by third parties) was [removed: $139.9] [added: $194.4] billion and at December 31, [removed: 2020,] [added: 2021,] we had [removed: 43.1] [added: 50.3] million cards-in-force issued by third parties worldwide.

The following charts provide a summary of our diverse set of customers and broad geographic footprint based on [removed: billed business] [added: worldwide network] volumes:

[removed: ][added: ]

Our relationships with, and revenues and expenses related to, Delta are significant and represent [removed: a significant] [added: an important] source of value for our Card Members.

We issue cards under cobrand arrangements with Delta and the Delta cobrand portfolio represented approximately 9 percent of [removed: our] worldwide [removed: billed business] [added: network volumes] and approximately 21 percent of worldwide Card Member loans as of December 31, [removed: 2020.][added: 2021.]

The American Express brand is [removed: consistently] ranked [removed: as one of] [added: among] the most valuable brands in the world.

Our customer care [removed: professionals] [added: professionals, travel consultants] and partners treat servicing interactions as an opportunity to bring the brand to life for our customers, add meaningful value and deepen relationships.

[removed: And] [added: Over the longer term,] we seek to grow our business [removed: over the longer term] by focusing on four strategic imperatives:

Second, we seek to build on our strong position in commercial payments by evolving our card value propositions, further differentiating our corporate card and accounts payable expense management solutions and designing innovative products and features, including [removed: financing] [added: financing, banking] and [removed: supplier] payment solutions for our business customers.

We work to foster an inclusive and diverse culture and help our colleagues [added: grow in their careers and] thrive both professionally and personally.

[removed: When] [added: As a result,] we [removed: do,] [added: believe] our colleagues are more engaged, committed, creative and effective in driving results.

At the heart of our culture is what we call our Blue Box Values – a set of guiding principles that reflect who we are and what we stand [removed: for.][added: for:]

We take a holistic approach to [removed: serving our colleagues by offering them a variety of] [added: well-being, providing] resources that [removed: support their] [added: address the] physical, [removed: financial, emotional, social] [added: financial] and [removed: overall well-being.][added: emotional health of our colleagues.]

As of December 31, [removed: 2020,] [added: 2021,] we employed approximately [removed: 63,700] [added: 64,000] people, whom we refer to as colleagues, with approximately [removed: 22,700] [added: 22,000] colleagues in the United States and approximately [removed: 41,000] [added: 42,000] colleagues outside the United States.

We conduct an annual Colleague Experience Survey to better understand our colleagues’ needs and overall experience at American Express and in [removed: 2020, 94] [added: 2021, 90] percent of colleagues who participated in the survey said they would recommend American Express as a great place to work.

Our [removed: 2020] [added: 2021] annual company scorecard included talent retention and diversity representation goals to [removed: globally] increase minority and women representation [removed: at management levels] and retain our key talent.

As of December 31, [removed: 2020, female colleagues comprised 52] [added: 2021, women represented 52.9] percent of our global workforce and Asian, Black/African American and Hispanic/Latinx people represented [removed: 19.7] [added: 19.5] percent, [removed: 12.0] [added: 13.3] percent and [removed: 13.0] [added: 13.8] percent, respectively, of our U.S. workforce based on preliminary data for our [removed: 2020] [added: 2021] U.S. EEO-1 submission.

In the [removed: few] instances where a review has found inconsistencies, we have made adjustments.

After making these adjustments, we believe we [removed: achieved] [added: maintained] 100 percent pay equity in [removed: 2020] [added: 2021] for colleagues across genders globally and across races and ethnicities in the United States.

Set forth below, in alphabetical order, is a list of our executive officers as of February [removed: 12, 2021,] [added: 11, 2022,] including each executive officer’s principal occupation and employment during the past five years and reflecting recent organizational changes.

| DOUGLAS E. BUCKMINSTER — | | | [added: Vice Chairman and] Group President, Global Consumer Services Group | | |

| Mr. Buckminster [removed: (60)] [added: (61)] has been [added: Vice Chairman since April 2021 and] Group President, Global Consumer Services Group since February 2018. Prior thereto, he had been President, Global Consumer Services Group since October 2015. | | | | | |

| JEFFREY C. CAMPBELL — | | | [added: Vice Chairman and] Chief Financial Officer | | |

| Mr. Campbell [removed: (60)] [added: (61)] has been [added: Vice Chairman since April 2021 and] Chief Financial Officer since August 2013. | | | | | |

| [removed: MARC D. GORDON] [added: RAVI RADHAKRISHNAN] — | | | Chief Information Officer | | |

| Ms. Herena [removed: (49)] [added: (50)] has been Chief Colleague Experience Officer since April 2019. Ms. Herena joined American Express from BNY Mellon, where she served as the Chief Human Resources Officer and Senior Executive Vice President, Human Resources, Marketing and Communications since 2014. | | | | | |

| Mr. Joabar [removed: (55)] [added: (56)] has been [removed: Chief Risk Officer and] [added: Group] President, Global [removed: Risk & Compliance] [added: Merchant and Network Services] since [removed: September 2019.] [added: April 2021.] Prior thereto, he had been [added: President, Global Risk and Compliance and Chief Risk Officer since September 2019. He also served as] President of International Consumer Services and Global Travel and Lifestyle Services [removed: since] [added: from] February [removed: 2018. He also served] [added: 2018 to September 2019 and] as Executive Vice President, Global Servicing Network from February 2016 to February [removed: 2018 and Executive Vice President, World Service from November 2015 to February 2016.] [added: 2018.] | | | | | |

| ANNA MARRS — | | | [added: Group] President, Global Commercial Services [added: and Credit & Fraud Risk] | | |

| Ms. Marrs [removed: (47)] [added: (48)] has been [added: Group] President, Global Commercial Services [added: and Credit & Fraud Risk] since [added: April 2021. Prior thereto, she had been President, Global Commercial Services since] September 2018. Ms. Marrs joined American Express from Standard Chartered Bank, where she served as Regional CEO, ASEAN and South Asia since November [removed: 2016 and CEO, Commercial and Private Banking since October 2015.] [added: 2016.] | | | | | |

| Ms. Pickett [removed: (55)] [added: (56)] has been President, Global Services Group since September 2019. Prior thereto, she had been Chief Risk Officer and President, Global Risk, Banking & Compliance since February 2018 and President, U.S. Consumer Services [removed: since] [added: from] October [removed: 2015.] [added: 2015 to February 2018.] | | | | | |

| Ms. Rutledge [removed: (59)] [added: (60)] has been Chief Marketing Officer since February 2018. Prior thereto, she had been Executive Vice President, Global Advertising & Media since February [removed: 2016 and Executive Vice President, Card Products & Benefits since May 2013.] [added: 2016.] | | | | | |

| Ms. Seeger [removed: (59)] [added: (60)] has been Chief Legal Officer since July 2014. | | | | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

Over the last several years, we have focused on broadening the appeal of our products to attract new customers, particularly Millennial and Gen Z customers, as well as expanding our position with small and mid-sized enterprise (SME) customers by providing more ways to help them manage and grow their businesses.

We also enhanced and expanded our financial relief programs to assist our customers who faced financial hardships.

As the pandemic continued, we made the decision to increase investments to drive customer acquisition, engagement and retention.

These initiatives have driven retention and satisfaction metrics higher than pre-pandemic levels.

During 2021, we relaunched our consumer Platinum Card and Business Platinum Card in the United States and introduced our first business checking account product and new digital capabilities, in part resulting from the Kabbage technology platform we acquired in 2020.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

During the pandemic, we increased our investments in our Shop Small campaigns to support small businesses around the world, created a Stand for Small coalition and supported minority-owned small businesses in the United States.

We launched debit capabilities on the American Express network and in 2021 introduced our first-ever proprietary debit card in connection with the business checking account product mentioned above.

During 2021, we continued to grow our business in China through our joint venture with Lianlian DigiTech Co., Ltd, a Chinese fintech services company.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

During 2021, we focused on investing to rebuild growth momentum by firing up our core business, scaling next-horizon opportunities and continuing to retain financial flexibility.

We also have an Environmental, Social and Governance (ESG) strategy that focuses on three pillars.

The Promoting Diversity, Equity and Inclusion (DE&I) pillar supports a diverse, equitable and inclusive workforce, marketplace and society.

The Building Financial Confidence pillar seeks to provide responsible, secure and transparent products and services to help people and businesses build financial resilience.

Finally, the Advancing Climate Solutions pillar focuses on enhancing our operations and capabilities to meet customer and community needs in the transition to a low-carbon future.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

We are committed to delivering a great colleague experience every day.

To attract and retain the best talent, we continuously invest in programs, benefits and resources to foster the personal and professional growth of our colleagues.

We provide learning opportunities in many forms, including tools and guidance for maximizing learning on the job; cross-border and cross-business unit assignments; career coaching, mentoring, and professional networking; rotation opportunities; virtual learning sessions; and formal classroom instruction.

While we experienced an increase in colleague attrition in 2021, our high potential and multi-year high performer retention rates met or exceeded our goals.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| DAVID NIGRO — | | | Chief Risk Officer | | |

| Mr. Nigro (60) has been Chief Risk Officer since April 2021. Prior thereto, he had been Executive Vice President and Chief Credit Officer, Global Consumer Services and Credit and Fraud Risk Capability since April 2018 and Executive Vice President and Chief Credit Officer, U.S. Consumer Card Services since December 2013. | | | | | |

| Mr. Radhakrishnan (50) has been Chief Information Officer since January 2022. Mr. Radhakrishnan joined American Express from Wells Fargo & Company, where he served as Chief Information Officer for the Commercial Banking and Corporate & Investment Banking businesses since May 2020. Prior thereto, he had been Chief Information Officer, Wholesale, Wealth & Investment Management and Innovation from May 2019 to May 2020. He also served as Enterprise Chief Information Officer from March 2017 to May 2019 and as Chief Information Officer, Wholesale Banking from October 2015 to March 2017. | | | | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| | | | | | |

| | | | | | |

| ANRÉ WILLIAMS — | | | Group President, Enterprise Services | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

We also face competition for partners and other differentiated offerings, such as lounge space in U.S. and global hub airports.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

External publicity concerning investigations can increase the scope and scale of those investigations and lead to further regulatory inquiries.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

The Company is subject to the U.S. federal bank regulatory agencies' rules that tailor the application of enhanced prudential standards to bank holding companies and depository institutions with $100 billion or more in total consolidated assets.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

Business travel-related services are offered through our non-consolidated joint venture, American Express Global Business Travel (the GBT JV).

The COVID-19 pandemic has brought unprecedented challenges to businesses and economies around the world.

We also created a Customer Pandemic Relief Program to provide short-term support for customers impacted by COVID-19, and we enhanced and expanded our longer-term Financial Relief Program for Card Members who need additional financial assistance during this time.

Additionally, we participated in the U.S. Small Business Administration Paycheck Protection Program (PPP), designed to provide small businesses with support to cover payroll and certain other expenses.

During 2020, we adjusted certain policies to back our merchant partners in the current environment, including raising contactless transaction thresholds and reminding them that we do not require Card Members’ signatures at the point of sale.

We also launched our largest-ever Shop Small campaign to support small businesses around the world, which have been significantly impacted by the pandemic.

During 2020, our joint venture with Lianlian DigiTech Co., Ltd, a Chinese fintech services company, received approval from the People’s Bank of China for a network clearing license and began processing transactions in mainland China.

Our framework for managing through the pandemic and the challenging economic environment is built on four principles: supporting our colleagues and winning as a team; protecting our customers and our brand; structuring the company for growth in the future; and remaining financially strong.

We remain focused on what we can control in the short term while identifying opportunities across our businesses to position ourselves for growth in the longer term.

We are committed to delivering a great colleague experience every day, cultivating the best talent and developing new ways of working to unlock enterprise value.

In 2020, we updated our Blue Box Values to be more explicit about our efforts to create an inclusive and diverse workforce:

| Mr. Gordon (60) has been Chief Information Officer since September 2012. | | | | | |

| RAYMOND JOABAR — | | | Chief Risk Officer and President, Global Risk & Compliance | | |

In October 2019, the U.S. federal bank regulatory agencies finalized rules that tailor the application of the enhanced prudential standards to bank holding companies and depository institutions (the Tailoring Rules) pursuant to the amendments to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd Frank) introduced by the Economic Growth, Regulatory Relief, and Consumer Protection Act.

In August 2020, the SCB requirement for the Company was set at 2.5 percent.

The capital distribution restrictions for the first quarter of 2021 discussed under “Stress Testing and Capital Planning” below are in addition to the SCB distribution constraints for bank holding companies at least through March 31, 2021.

The Federal Reserve is expected to announce by March 31, 2021 any recalibration of the SCB requirements announced in August 2020.

In January 2021, the Federal Reserve finalized changes to the capital plan rule, which will, among other things, provide firms subject to Category IV standards additional flexibility to develop their capital plans.

The Company must notify the Federal Reserve by April 5, 2021 if it elects to participate in the 2021 supervisory stress test.

Due to the continued economic uncertainty from the coronavirus pandemic, in June 2020, the Federal Reserve required all bank holding companies participating in CCAR to resubmit their capital plans in November 2020.

On December 18, 2020, the Federal Reserve released the results of its second round of supervisory stress tests for all bank holding companies participating in CCAR based on economic scenarios reflecting changes in financial markets and the macroeconomic outlook.

The final rule is expected to become effective on April 1, 2021.

However, in connection with the release of the Tailoring Rules, the Federal Reserve and FDIC finalized rules in October 2019 which, among other things, adjust the review cycles and applicability of the agencies’ resolution planning requirements.

The final rule retains the current community development test for limited purpose banks, such as AENB, which evaluates a bank’s community development performance through its community development loans, investments and services.

The final rule requires institutions like AENB to designate additional geographic assessment areas where CRA activities will be measured for significant concentrations of retail domestic deposits.

AENB must comply with the final rule by January 1, 2023.

We continue to rely on our binding corporate rules as the primary method for lawfully transferring data from our European affiliates to our affiliates in the United States and elsewhere globally.

The GDPR was transposed into UK domestic law in January 2021 following the United Kingdom's exit from the EU.

This is known as the UK GDPR and it supplements the United Kingdom's Data Protection Act of 2018.

In addition, the European Directive 2002/58/EC (the ePrivacy Directive) will continue to set out requirements for the processing of personal data and the protection of privacy in the electronic communications sector until the approval of the forthcoming ePrivacy Regulation.

The ePrivacy Directive places restrictions on, among other things, the sending of unsolicited marketing communications, as well as on the collection and use of data about internet users.

The European Central Bank and the European Banking Authority have enacted or are considering secondary legislation focused on security breaches, outsourcing, resiliency, strong customer authentication and information security-related policies.

Likewise, a network and information security directive has been implemented into national laws by Member States in the EU.

The Revised Payment Services Directive (PSD2) also contains regulatory requirements on strong customer authentication, open access to customer data and payment capabilities, and measures to prevent security incidents.

Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) to the Securities Exchange Act of 1934, as amended (the Exchange Act), an issuer is required to disclose in its annual or quarterly reports, as applicable, whether it or any of its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with individuals or entities designated pursuant to certain Executive Orders.

Disclosure is generally required even where the activities, transactions or dealings were conducted outside the United States by non-U.S. affiliates in compliance with applicable law, and whether or not the activities are sanctionable under U.S. law.

In 2020, we became aware of credit card accounts opened with American Express International, Inc. (Hong Kong branch) by the Acting Consul General of the Iranian Consulate in Hong Kong, and his predecessor, the now-former Consul General.

We believe these cards were used only for personal expenses.

The Acting Consul General had two cards, both of which were opened in 2018 and one of which was closed by client request on or about April 3, 2019, and the other of which was cancelled by us on or about June 16, 2020.

The former Consul General’s card was issued in January 2019 and cancelled by us on or about March 13, 2019.

| | | | For the fiscal year ended December 31, [removed: 2020] [added: 2021] | | |

[removed: ][added: ]

As of June 30, [removed: 2020,] [added: 2021,] the aggregate market value of the registrant’s voting shares held by non-affiliates of the registrant was approximately [removed: $76.6] [added: $131.1] billion based on the closing sale price as reported on the New York Stock Exchange.

As of February 3, [removed: 2021,] [added: 2022,] there were [removed: 805,588,980] [added: 759,354,994] common shares of the registrant outstanding.

Part III: Portions of Registrant’s Proxy Statement to be filed with the Securities and Exchange Commission in connection with the Annual Meeting of Shareholders to be held on May [removed: 4, 2021.][added: 3, 2022.]

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| [removed: [9.](#i1c944372b39c4106a610bd44c10ce701_223)] [added: [9.](#iaa4de6fda6f44f56a82a58e967d731f5_217)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i1c944372b39c4106a610bd44c10ce701_223)] [added: Disclosure](#iaa4de6fda6f44f56a82a58e967d731f5_217)] | | | [removed: [159](#i1c944372b39c4106a610bd44c10ce701_223)] [added: [154](#iaa4de6fda6f44f56a82a58e967d731f5_217)] | | |

| [removed: [9A.](#i1c944372b39c4106a610bd44c10ce701_226)] [added: [9A.](#iaa4de6fda6f44f56a82a58e967d731f5_220)] | | | [Controls and [removed: Procedures](#i1c944372b39c4106a610bd44c10ce701_226)] [added: Procedures](#iaa4de6fda6f44f56a82a58e967d731f5_220)] | | | [removed: [159](#i1c944372b39c4106a610bd44c10ce701_226)] [added: [154](#iaa4de6fda6f44f56a82a58e967d731f5_220)] | | |

| [removed: [10.](#i1c944372b39c4106a610bd44c10ce701_235)] [added: [10.](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i1c944372b39c4106a610bd44c10ce701_235)] [added: Governance](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | | [removed: [160](#i1c944372b39c4106a610bd44c10ce701_235)] [added: [155](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | |

| [removed: [12.](#i1c944372b39c4106a610bd44c10ce701_235)] [added: [12.](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i1c944372b39c4106a610bd44c10ce701_235)] [added: Matters](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | | [removed: [160](#i1c944372b39c4106a610bd44c10ce701_235)] [added: [155](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | |

| [removed: [13.](#i1c944372b39c4106a610bd44c10ce701_235)] [added: [13.](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i1c944372b39c4106a610bd44c10ce701_235)] [added: Independence](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | | [removed: [160](#i1c944372b39c4106a610bd44c10ce701_235)] [added: [155](#iaa4de6fda6f44f56a82a58e967d731f5_229)] | | |

| [removed: [14.](#i1c944372b39c4106a610bd44c10ce701_238)] [added: [14.](#iaa4de6fda6f44f56a82a58e967d731f5_232)] | | | [Principal [removed: Account](#i1c944372b39c4106a610bd44c10ce701_238)[ant](#i1c944372b39c4106a610bd44c10ce701_238)] [added: Account](#iaa4de6fda6f44f56a82a58e967d731f5_232)[ant](#iaa4de6fda6f44f56a82a58e967d731f5_232)] [Fees and [removed: Services](#i1c944372b39c4106a610bd44c10ce701_238)] [added: Services](#iaa4de6fda6f44f56a82a58e967d731f5_232)] | | | [removed: [161](#i1c944372b39c4106a610bd44c10ce701_238)] [added: [156](#iaa4de6fda6f44f56a82a58e967d731f5_232)] | | |

| [removed: [15.](#i1c944372b39c4106a610bd44c10ce701_244)] [added: [15.](#iaa4de6fda6f44f56a82a58e967d731f5_238)] | | | [removed: [Exhibit](#i1c944372b39c4106a610bd44c10ce701_244) [and](#i1c944372b39c4106a610bd44c10ce701_244) [](#i1c944372b39c4106a610bd44c10ce701_244)[Financial] [added: [Exhibit](#iaa4de6fda6f44f56a82a58e967d731f5_238) [and](#iaa4de6fda6f44f56a82a58e967d731f5_238) [Financial] Statement [removed: Schedules](#i1c944372b39c4106a610bd44c10ce701_244)] [added: Schedules](#iaa4de6fda6f44f56a82a58e967d731f5_238)] | | | [removed: [162](#i1c944372b39c4106a610bd44c10ce701_244)] [added: [157](#iaa4de6fda6f44f56a82a58e967d731f5_238)] | | |

| | | | [Statistical Disclosure by Bank Holding [removed: Companies](#i1c944372b39c4106a610bd44c10ce701_256)] [added: Companies](#iaa4de6fda6f44f56a82a58e967d731f5_250)] | | | [removed: [A-](#i1c944372b39c4106a610bd44c10ce701_256)[1](#i1c944372b39c4106a610bd44c10ce701_256)] [added: [A-](#iaa4de6fda6f44f56a82a58e967d731f5_250)[1](#iaa4de6fda6f44f56a82a58e967d731f5_250)] | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| | | | [PART I](#iaa4de6fda6f44f56a82a58e967d731f5_13) | | | | | |

| [1.](#iaa4de6fda6f44f56a82a58e967d731f5_16) | | | [Business](#iaa4de6fda6f44f56a82a58e967d731f5_16) | | | [1](#iaa4de6fda6f44f56a82a58e967d731f5_16) | | |

| | | | [Competition](#iaa4de6fda6f44f56a82a58e967d731f5_28) | | | [9](#iaa4de6fda6f44f56a82a58e967d731f5_28) | | |

| [2.](#iaa4de6fda6f44f56a82a58e967d731f5_46) | | | [Properties](#iaa4de6fda6f44f56a82a58e967d731f5_46) | | | [37](#iaa4de6fda6f44f56a82a58e967d731f5_46) | | |

| | | | [PART II](#iaa4de6fda6f44f56a82a58e967d731f5_55) | | | | | |

| [6.](#iaa4de6fda6f44f56a82a58e967d731f5_64) | | | [\[](#iaa4de6fda6f44f56a82a58e967d731f5_2372)[R](#iaa4de6fda6f44f56a82a58e967d731f5_2372)[eserved](#iaa4de6fda6f44f56a82a58e967d731f5_2372)[\]](#iaa4de6fda6f44f56a82a58e967d731f5_2372) | | | [39](#iaa4de6fda6f44f56a82a58e967d731f5_2372) | | |

| [9B.](#iaa4de6fda6f44f56a82a58e967d731f5_223) | | | [Other Information](#iaa4de6fda6f44f56a82a58e967d731f5_223) | | | [154](#iaa4de6fda6f44f56a82a58e967d731f5_223) | | |

| 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#iaa4de6fda6f44f56a82a58e967d731f5_2325) | | | [154](#iaa4de6fda6f44f56a82a58e967d731f5_2325) | | |

| | | | [PART III](#iaa4de6fda6f44f56a82a58e967d731f5_226) | | | | | |

| [11.](#iaa4de6fda6f44f56a82a58e967d731f5_229) | | | [Executive Compensation](#iaa4de6fda6f44f56a82a58e967d731f5_229) | | | [155](#iaa4de6fda6f44f56a82a58e967d731f5_229) | | |

| | | | [PART IV](#iaa4de6fda6f44f56a82a58e967d731f5_235) | | | | | |

| [16.](#iaa4de6fda6f44f56a82a58e967d731f5_244) | | | [Form 10-K Summary](#iaa4de6fda6f44f56a82a58e967d731f5_244) | | | [163](#iaa4de6fda6f44f56a82a58e967d731f5_244) | | |

| | | | [Signatures](#iaa4de6fda6f44f56a82a58e967d731f5_247) | | | [164](#iaa4de6fda6f44f56a82a58e967d731f5_247) | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | [PART I](#i1c944372b39c4106a610bd44c10ce701_13) | | | | | |

| [1.](#i1c944372b39c4106a610bd44c10ce701_16) | | | [Business](#i1c944372b39c4106a610bd44c10ce701_16) | | | [1](#i1c944372b39c4106a610bd44c10ce701_16) | | |

| | | | [Competition](#i1c944372b39c4106a610bd44c10ce701_25) | | | [9](#i1c944372b39c4106a610bd44c10ce701_25) | | |

| [2.](#i1c944372b39c4106a610bd44c10ce701_46) | | | [Properties](#i1c944372b39c4106a610bd44c10ce701_46) | | | [38](#i1c944372b39c4106a610bd44c10ce701_46) | | |

| | | | [PART II](#i1c944372b39c4106a610bd44c10ce701_55) | | | | | |

| [6.](#i1c944372b39c4106a610bd44c10ce701_64) | | | [Selected Financial Data](#i1c944372b39c4106a610bd44c10ce701_64) | | | [41](#i1c944372b39c4106a610bd44c10ce701_64) | | |

| | | | [Off-Balance Sheet Arrangements and Contractual Obligations](#i1c944372b39c4106a610bd44c10ce701_82) | | | [70](#i1c944372b39c4106a610bd44c10ce701_82) | | |

| [9B.](#i1c944372b39c4106a610bd44c10ce701_229) | | | [Other Information](#i1c944372b39c4106a610bd44c10ce701_229) | | | [159](#i1c944372b39c4106a610bd44c10ce701_229) | | |

| | | | [PART III](#i1c944372b39c4106a610bd44c10ce701_232) | | | | | |

| [11.](#i1c944372b39c4106a610bd44c10ce701_235) | | | [Executive Compensation](#i1c944372b39c4106a610bd44c10ce701_235) | | | [160](#i1c944372b39c4106a610bd44c10ce701_235) | | |

| | | | [PART IV](#i1c944372b39c4106a610bd44c10ce701_241) | | | | | |

| [16.](#i1c944372b39c4106a610bd44c10ce701_250) | | | [Form 10-K Summary](#i1c944372b39c4106a610bd44c10ce701_250) | | | [168](#i1c944372b39c4106a610bd44c10ce701_250) | | |

| | | | [Signatures](#i1c944372b39c4106a610bd44c10ce701_253) | | | [169](#i1c944372b39c4106a610bd44c10ce701_253) | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

As of December 31, [removed: 2020,] [added: 2021,] we had [removed: 19,446] [added: 18,626] common shareholders of record.

You can find dividend information concerning our common stock in [removed: Note 26 to] our [removed: "Consolidated] [added: Consolidated Statements of Shareholders' Equity in our “Consolidated] Financial [removed: Statements."] [added: Statements.”] For information on dividend restrictions, see “Dividends and Other Capital Distributions” under “Supervision and Regulation” and Note 22 to our “Consolidated Financial Statements.” You can find information on securities authorized for issuance under our equity compensation plans under the caption “Executive Compensation — Equity Compensation Plans” to be contained in our definitive [removed: 2021] [added: 2022] proxy statement for our Annual Meeting of Shareholders, which is scheduled to be held on May [removed: 4, 2021.][added: 3, 2022.]

Our definitive [removed: 2021] [added: 2022] proxy statement for our Annual Meeting of Shareholders is expected to be filed with the SEC in March [removed: 2021] [added: 2022] (and, in any event, not later than 120 days after the close of our most recently completed fiscal year).

It shows the growth of a $100 investment on December 31, [removed: 2015,] [added: 2016,] including the reinvestment of all dividends.

[removed: ][added: ]

| Year-end Data | | | | | | [removed: 2015] [added: 2016] | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | |

The table below sets forth the information with respect to purchases of our common stock made by or on behalf of us during the quarter ended December 31, [removed: 2020.][added: 2021.]

| Employee transactions(b) | | | | | | [removed: —] [added: 40] | | | | | | $ | [removed: —] [added: 171.95] | | | | | N/A | | | | | | N/A | | |

(c)Share purchases under publicly announced programs are made pursuant to open market [removed: purchases or] [added: purchases, 10b5-1 plans,] privately negotiated transactions (including employee benefit plans) [added: or other purchases, including block trades, accelerated share repurchase programs or any combination of such methods] as market conditions warrant and at prices we deem appropriate.

| American Express | | | | | | $ | 100.00 | | | | | $ | 136.20 | | | | | $ | 132.62 | | | | | $ | 175.75 | | | | | $ | 173.73 | | | | | $ | 237.81 | |

| S&P 500 Index | | | | | | $ | 100.00 | | | | | $ | 121.82 | | | | | $ | 116.47 | | | | | $ | 153.13 | | | | | $ | 181.29 | | | | | $ | 233.28 | |

| S&P Financial Index | | | | | | $ | 100.00 | | | | | $ | 122.14 | | | | | $ | 106.21 | | | | | $ | 140.30 | | | | | $ | 137.83 | | | | | $ | 185.90 | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| October 1-31, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | 10,756,494 | | | | | | $ | 178.35 | | | | | 10,756,494 | | | | | | 62,662,993 | | |

| November 1-30, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | 1,908,965 | | | | | | $ | 170.90 | | | | | 1,908,965 | | | | | | 60,754,028 | | |

| Employee transactions(b) | | | | | | 24,224 | | | | | | $ | 173.78 | | | | | N/A | | | | | | N/A | | |

| December 1-31, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | 4,520,163 | | | | | | $ | 162.30 | | | | | 4,520,163 | | | | | | 56,233,865 | | |

| Repurchase program(a) | | | | | | 17,185,622 | | | | | | $ | 171.77 | | | | | 17,185,622 | | | | | | 56,233,865 | | |

| Employee transactions(b) | | | | | | 24,264 | | | | | | $ | 173.78 | | | | | N/A | | | | | | N/A | | |

| American Express | | | | | | $ | 100.00 | | | | | $ | 108.57 | | | | | $ | 147.88 | | | | | $ | 143.99 | | | | | $ | 190.82 | | | | | $ | 188.62 | |

| S&P 500 Index | | | | | | $ | 100.00 | | | | | $ | 111.95 | | | | | $ | 136.38 | | | | | $ | 130.39 | | | | | $ | 171.44 | | | | | $ | 202.96 | |

| S&P Financial Index | | | | | | $ | 100.00 | | | | | $ | 122.75 | | | | | $ | 149.92 | | | | | $ | 130.37 | | | | | $ | 172.21 | | | | | $ | 169.19 | |

| October 1-31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | — | | | | | | $ | — | | | | | — | | | | | | 102,171,653 | | |

| November 1-30, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Employee transactions(b) | | | | | | 19,140 | | | | | | $ | 91.24 | | | | | N/A | | | | | | N/A | | |

| December 1-31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

| Operating Results ($ in Millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total revenues net of interest expense | | | | | | $ | 36,087 | | | | | $ | 43,556 | | | | | $ | 40,338 | | | | | $ | 36,878 | | | | | $ | 35,438 | |

| Provisions for credit losses(a) | | | | | | 4,730 | | | | | | 3,573 | | | | | | 3,352 | | | | | | 2,760 | | | | | | 2,027 | | |

| Expenses | | | | | | 27,061 | | | | | | 31,554 | | | | | | 28,864 | | | | | | 26,693 | | | | | | 25,369 | | |

| Pretax income | | | | | | 4,296 | | | | | | 8,429 | | | | | | 8,122 | | | | | | 7,425 | | | | | | 8,042 | | |

| Income tax provision | | | | | | 1,161 | | | | | | 1,670 | | | | | | 1,201 | | | | | | 4,677 | | | | | | 2,667 | | |

| Net income | | | | | | 3,135 | | | | | | $ | 6,759 | | | | | $ | 6,921 | | | | | $ | 2,748 | | | | | $ | 5,375 | |

| Return on average equity(b) | | | | | | 14.2 | | % | | | | 29.6 | | % | | | | 33.5 | | % | | | | 13.2 | | % | | | | 25.8 | | % |

| Balance Sheet ($ in Millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash and cash equivalents(c) | | | | | | $ | 32,965 | | | | | $ | 24,446 | | | | | $ | 27,808 | | | | | $ | 33,263 | | | | | $ | 25,494 | |

| Card Member receivables, net | | | | | | 43,434 | | | | | | 56,794 | | | | | | 55,320 | | | | | | 53,526 | | | | | | 46,841 | | |

| Loans, net | | | | | | 70,643 | | | | | | 89,624 | | | | | | 83,396 | | | | | | 74,300 | | | | | | 65,461 | | |

| Investment securities | | | | | | 21,631 | | | | | | 8,406 | | | | | | 4,647 | | | | | | 3,159 | | | | | | 3,157 | | |

| Total assets | | | | | | 191,367 | | | | | | 198,321 | | | | | | 188,602 | | | | | | 181,196 | | | | | | 158,917 | | |

| Customer deposits | | | | | | 86,875 | | | | | | 73,287 | | | | | | 69,960 | | | | | | 64,452 | | | | | | 53,042 | | |

| Short-term borrowings | | | | | | 1,878 | | | | | | 6,442 | | | | | | 3,100 | | | | | | 3,278 | | | | | | 5,581 | | |

| Long-term debt | | | | | | 42,952 | | | | | | 57,835 | | | | | | 58,423 | | | | | | 55,804 | | | | | | 46,990 | | |

| Shareholders’ equity | | | | | | $ | 22,984 | | | | | $ | 23,071 | | | | | $ | 22,290 | | | | | $ | 18,261 | | | | | $ | 20,523 | |

| Common Share Statistics(d) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Earnings per share: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income attributable to common shareholders:(e) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | | | | $ | 3.77 | | | | | $ | 8.00 | | | | | $ | 7.93 | | | | | $ | 3.00 | | | | | $ | 5.63 | |

| Diluted | | | | | | 3.77 | | | | | | 7.99 | | | | | | 7.91 | | | | | | 2.99 | | | | | | 5.61 | | |

| Cash dividends declared per common share | | | | | | 1.72 | | | | | | $ | 1.64 | | | | | $ | 1.48 | | | | | $ | 1.34 | | | | | $ | 1.22 | |

| Book value per common share | | | | | | 26.58 | | | | | | $ | 26.51 | | | | | $ | 24.45 | | | | | $ | 19.42 | | | | | $ | 20.95 | |

| Average common shares outstanding *(millions)*: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | | | | 805 | | | | | | 828 | | | | | | 856 | | | | | | 883 | | | | | | 933 | | |

| Diluted | | | | | | 806 | | | | | | 830 | | | | | | 859 | | | | | | 886 | | | | | | 935 | | |

| Shares outstanding at period end *(millions)* | | | | | | 805 | | | | | | 810 | | | | | | 847 | | | | | | 859 | | | | | | 904 | | |

| Other Statistics | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Number of colleagues at period end *(thousands)*: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| United States | | | | | | 23 | | | | | | 23 | | | | | | 21 | | | | | | 20 | | | | | | 21 | | |

| Outside the United States | | | | | | 41 | | | | | | 41 | | | | | | 38 | | | | | | 35 | | | | | | 35 | | |

| Total | | | | | | 64 | | | | | | 64 | | | | | | 59 | | | | | | 55 | | | | | | 56 | | |

| Number of shareholders of record | | | | | | 19,446 | | | | | | 19,974 | | | | | | 21,078 | | | | | | 22,262 | | | | | | 23,572 | | |

(a)Results for reporting periods beginning after January 1, 2020 are presented using the CECL methodology, while comparative information continues to be reported in accordance with the incurred loss methodology in effect for prior periods.

Refer to Note 3 to the "Consolidated Financial Statements" for further information.

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

Based on management’s assessment and those criteria, we conclude that, as of December 31, [removed: 2020,] [added: 2021,] our internal control over financial reporting is effective.

PricewaterhouseCoopers LLP, our independent registered public accounting firm, has issued an audit report appearing on the following page on the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

We have audited the accompanying consolidated balance sheets of American Express Company and its subsidiaries (the “Company”) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the related consolidated statements of income, of comprehensive income, of shareholders’ equity and of cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020] [added: 2021] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.

The reserves for credit losses on Card Member loans was [removed: $5.3] [added: $3.3] billion as of December 31, [removed: 2020.][added: 2021.]

[removed: In] [added: As disclosed by management, in] estimating expected credit losses, management uses a combination of statistically-based models that entail a significant amount of judgment.

The principal considerations for our determination that performing procedures relating to the reserves for credit losses on Card Member loans is a critical audit matter are (i) the estimate of the reserves for credit losses on Card Member loans involved significant judgment by management, which in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating [added: audit evidence relating to] the models, significant inputs, qualitative reserves, and significant assumptions, including the R&S Period and the loss rates used to estimate expected credit losses beyond the R&S Period and (ii) the audit effort involved the use of professionals with specialized skill and knowledge.

The Membership Rewards liability was [removed: $9.8] [added: $11.4] billion as of December 31, [removed: 2020.][added: 2021.]

[removed: The] [added: As disclosed by management, the] URR assumption is used by management to estimate the number of points earned that will ultimately be redeemed in future periods.

The WAC per point assumption is derived from [removed: the previous] 12 months of redemptions and is adjusted as appropriate for certain changes in redemption costs that are not representative of future cost expectations and expected developments in redemption patterns.

The principal considerations for our determination that performing procedures relating to the Membership Rewards liability is a critical audit matter are (i) the estimate of the URR involved significant judgment by management, which in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating the [added: audit evidence relating to the] models, significant inputs and assumptions used by management, (ii) the audit effort involved the use of professionals with specialized skill and knowledge and (iii) the estimate of the WAC involved significant judgment by management, which in turn led to a high degree of auditor judgment and subjectivity in performing procedures and evaluating [added: audit evidence relating to] the methodology.

| [CONSOLIDATED FINANCIAL [removed: STATEMENTS](#i1c944372b39c4106a610bd44c10ce701_112)] [added: STATEMENTS](#iaa4de6fda6f44f56a82a58e967d731f5_112)] | | | PAGE | | |

| [Consolidated Statements of Income – For the Years Ended December 31, [removed: 20](#i1c944372b39c4106a610bd44c10ce701_112)[20](#i1c944372b39c4106a610bd44c10ce701_112)[, 201](#i1c944372b39c4106a610bd44c10ce701_112)[9](#i1c944372b39c4106a610bd44c10ce701_112)] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_112)[2](#iaa4de6fda6f44f56a82a58e967d731f5_112)[1](#iaa4de6fda6f44f56a82a58e967d731f5_112)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_112)[20](#iaa4de6fda6f44f56a82a58e967d731f5_112)] [and [removed: 201](#i1c944372b39c4106a610bd44c10ce701_112)8] [added: 201](#iaa4de6fda6f44f56a82a58e967d731f5_112)9] | | | [removed: [95](#i1c944372b39c4106a610bd44c10ce701_112)] [added: [92](#iaa4de6fda6f44f56a82a58e967d731f5_112)] | | |

| [Consolidated Statements of Comprehensive Income – For the Years Ended December 31, [removed: 20](#i1c944372b39c4106a610bd44c10ce701_115)[20](#i1c944372b39c4106a610bd44c10ce701_115)[, 201](#i1c944372b39c4106a610bd44c10ce701_115)[9](#i1c944372b39c4106a610bd44c10ce701_115)] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_115)[2](#iaa4de6fda6f44f56a82a58e967d731f5_115)[1](#iaa4de6fda6f44f56a82a58e967d731f5_115)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_115)[20](#iaa4de6fda6f44f56a82a58e967d731f5_115)] [and [removed: 201](#i1c944372b39c4106a610bd44c10ce701_115)8] [added: 201](#iaa4de6fda6f44f56a82a58e967d731f5_115)9] | | | [removed: [96](#i1c944372b39c4106a610bd44c10ce701_115)] [added: [93](#iaa4de6fda6f44f56a82a58e967d731f5_115)] | | |

| [Consolidated Balance Sheets – December 31, [removed: 20](#i1c944372b39c4106a610bd44c10ce701_118)[20](#i1c944372b39c4106a610bd44c10ce701_118)] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_118)[2](#iaa4de6fda6f44f56a82a58e967d731f5_118)[1](#iaa4de6fda6f44f56a82a58e967d731f5_118)] [and [removed: 201](#i1c944372b39c4106a610bd44c10ce701_118)9] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_118)20] | | | [removed: [97](#i1c944372b39c4106a610bd44c10ce701_118)] [added: [94](#iaa4de6fda6f44f56a82a58e967d731f5_118)] | | |

| [Consolidated Statements of Cash Flows – For the Years Ended December 31, [removed: 20](#i1c944372b39c4106a610bd44c10ce701_124)[20](#i1c944372b39c4106a610bd44c10ce701_124)[, 201](#i1c944372b39c4106a610bd44c10ce701_124)[9](#i1c944372b39c4106a610bd44c10ce701_124)] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_124)[2](#iaa4de6fda6f44f56a82a58e967d731f5_124)[1](#iaa4de6fda6f44f56a82a58e967d731f5_124)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_124)[20](#iaa4de6fda6f44f56a82a58e967d731f5_124)] [and [removed: 201](#i1c944372b39c4106a610bd44c10ce701_124)8] [added: 201](#iaa4de6fda6f44f56a82a58e967d731f5_124)9] | | | [removed: [98](#i1c944372b39c4106a610bd44c10ce701_124)] [added: [95](#iaa4de6fda6f44f56a82a58e967d731f5_124)] | | |

| [Consolidated Statements of Shareholders’ Equity – For the Years Ended December 31, [removed: 20](#i1c944372b39c4106a610bd44c10ce701_127)[20](#i1c944372b39c4106a610bd44c10ce701_127)[, 201](#i1c944372b39c4106a610bd44c10ce701_127)[9](#i1c944372b39c4106a610bd44c10ce701_127)] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_127)[2](#iaa4de6fda6f44f56a82a58e967d731f5_127)[1](#iaa4de6fda6f44f56a82a58e967d731f5_127)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_127)[20](#iaa4de6fda6f44f56a82a58e967d731f5_127)] [and [removed: 201](#i1c944372b39c4106a610bd44c10ce701_127)8] [added: 20](#iaa4de6fda6f44f56a82a58e967d731f5_127)[20](#iaa4de6fda6f44f56a82a58e967d731f5_127)] | | | [removed: [99](#i1c944372b39c4106a610bd44c10ce701_127)] [added: [96](#iaa4de6fda6f44f56a82a58e967d731f5_127)] | | |

| [NOTES TO CONSOLIDATED FINANCIAL [removed: STATEMENTS](#i1c944372b39c4106a610bd44c10ce701_130)] [added: STATEMENTS](#iaa4de6fda6f44f56a82a58e967d731f5_130)] | | | [removed: [100](#i1c944372b39c4106a610bd44c10ce701_130)] [added: [97](#iaa4de6fda6f44f56a82a58e967d731f5_130)] | | |

| [Note 1 – Summary of Significant Accounting [removed: Policies](#i1c944372b39c4106a610bd44c10ce701_133)] [added: Policies](#iaa4de6fda6f44f56a82a58e967d731f5_133)] | | | [removed: [100](#i1c944372b39c4106a610bd44c10ce701_133)] [added: [97](#iaa4de6fda6f44f56a82a58e967d731f5_133)] | | |

| [Note 2 – Loans and Card Member [removed: Receivables](#i1c944372b39c4106a610bd44c10ce701_136)] [added: Receivables](#iaa4de6fda6f44f56a82a58e967d731f5_136)] | | | [removed: [106](#i1c944372b39c4106a610bd44c10ce701_136)] [added: [103](#iaa4de6fda6f44f56a82a58e967d731f5_136)] | | |

| [Note 3 – Reserves for Credit [removed: Losses](#i1c944372b39c4106a610bd44c10ce701_139)] [added: Losses](#iaa4de6fda6f44f56a82a58e967d731f5_139)] | | | [removed: [114](#i1c944372b39c4106a610bd44c10ce701_139)] [added: [111](#iaa4de6fda6f44f56a82a58e967d731f5_139)] | | |

| [Note [removed: 1](#i1c944372b39c4106a610bd44c10ce701_172)[2](#i1c944372b39c4106a610bd44c10ce701_172)] [added: 1](#iaa4de6fda6f44f56a82a58e967d731f5_166)[2](#iaa4de6fda6f44f56a82a58e967d731f5_166)] [– Contingencies and [removed: Commitments](#i1c944372b39c4106a610bd44c10ce701_172)] [added: Commitments](#iaa4de6fda6f44f56a82a58e967d731f5_166)] | | | [removed: [130](#i1c944372b39c4106a610bd44c10ce701_172)] [added: [127](#iaa4de6fda6f44f56a82a58e967d731f5_166)] | | |

| [Note [removed: 1](#i1c944372b39c4106a610bd44c10ce701_175)[3](#i1c944372b39c4106a610bd44c10ce701_175)] [added: 1](#iaa4de6fda6f44f56a82a58e967d731f5_172)[3](#iaa4de6fda6f44f56a82a58e967d731f5_172)] [– Derivatives and Hedging [removed: Activities](#i1c944372b39c4106a610bd44c10ce701_175)] [added: Activities](#iaa4de6fda6f44f56a82a58e967d731f5_172)] | | | [removed: [133](#i1c944372b39c4106a610bd44c10ce701_175)] [added: [130](#iaa4de6fda6f44f56a82a58e967d731f5_172)] | | |

| [Note [removed: 1](#i1c944372b39c4106a610bd44c10ce701_187)[6](#i1c944372b39c4106a610bd44c10ce701_187)] [added: 1](#iaa4de6fda6f44f56a82a58e967d731f5_181)[6](#iaa4de6fda6f44f56a82a58e967d731f5_181)] [– Common and Preferred [removed: Shares](#i1c944372b39c4106a610bd44c10ce701_187)] [added: Shares](#iaa4de6fda6f44f56a82a58e967d731f5_181)] | | | [removed: [141](#i1c944372b39c4106a610bd44c10ce701_187)] [added: [138](#iaa4de6fda6f44f56a82a58e967d731f5_181)] | | |

[removed: | [Note 1](#i1c944372b39c4106a610bd44c10ce701_193)[7](#i1c944372b39c4106a610bd44c10ce701_193) [– Changes in Accumulated Other Comprehensive Income](#i1c944372b39c4106a610bd44c10ce701_193) | | | [143](#i1c944372b39c4106a610bd44c10ce701_193) | | |][added: CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)]

| [Note 18 – Other Fees and Commissions and Other [removed: Expenses](#i1c944372b39c4106a610bd44c10ce701_196)] [added: Expenses](#iaa4de6fda6f44f56a82a58e967d731f5_190)] | | | [removed: [144](#i1c944372b39c4106a610bd44c10ce701_196)] [added: [141](#iaa4de6fda6f44f56a82a58e967d731f5_190)] | | |

| [Note [removed: 2](#i1c944372b39c4106a610bd44c10ce701_205)[1](#i1c944372b39c4106a610bd44c10ce701_205)] [added: 2](#iaa4de6fda6f44f56a82a58e967d731f5_199)[1](#iaa4de6fda6f44f56a82a58e967d731f5_199)] [– Earnings Per Common [removed: Share](#i1c944372b39c4106a610bd44c10ce701_205) (EPS)] [added: Share](#iaa4de6fda6f44f56a82a58e967d731f5_199) [(EPS)](#iaa4de6fda6f44f56a82a58e967d731f5_199)] | | | [removed: [148](#i1c944372b39c4106a610bd44c10ce701_205)] [added: [145](#iaa4de6fda6f44f56a82a58e967d731f5_199)] | | |

| [Note [removed: 2](#i1c944372b39c4106a610bd44c10ce701_208)[2](#i1c944372b39c4106a610bd44c10ce701_208)] [added: 2](#iaa4de6fda6f44f56a82a58e967d731f5_202)[2](#iaa4de6fda6f44f56a82a58e967d731f5_202)] [– Regulatory Matters and Capital [removed: Adequacy](#i1c944372b39c4106a610bd44c10ce701_208)] [added: Adequacy](#iaa4de6fda6f44f56a82a58e967d731f5_202)] | | | [removed: [149](#i1c944372b39c4106a610bd44c10ce701_208)] [added: [146](#iaa4de6fda6f44f56a82a58e967d731f5_202)] | | |

| [Note [removed: 2](#i1c944372b39c4106a610bd44c10ce701_211)[3](#i1c944372b39c4106a610bd44c10ce701_211)] [added: 2](#iaa4de6fda6f44f56a82a58e967d731f5_205)[3](#iaa4de6fda6f44f56a82a58e967d731f5_205)] [– Significant Credit [removed: Concentrations](#i1c944372b39c4106a610bd44c10ce701_211)] [added: Concentrations](#iaa4de6fda6f44f56a82a58e967d731f5_205)] | | | [removed: [151](#i1c944372b39c4106a610bd44c10ce701_211)] [added: [148](#iaa4de6fda6f44f56a82a58e967d731f5_205)] | | |

| [Note [removed: 2](#i1c944372b39c4106a610bd44c10ce701_214)[4](#i1c944372b39c4106a610bd44c10ce701_214)] [added: 2](#iaa4de6fda6f44f56a82a58e967d731f5_208)[4](#iaa4de6fda6f44f56a82a58e967d731f5_208)] [– Reportable Operating Segments and Geographic [removed: Operations](#i1c944372b39c4106a610bd44c10ce701_214)] [added: Operations](#iaa4de6fda6f44f56a82a58e967d731f5_208)] | | | [removed: [152](#i1c944372b39c4106a610bd44c10ce701_214)] [added: [149](#iaa4de6fda6f44f56a82a58e967d731f5_208)] | | |

| Year Ended December 31 *(Millions, except per share amounts)* | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |

| Discount revenue | | | | | | $ | [removed: 20,401] [added: 25,727] | | | | | $ | [removed: 26,167] [added: 20,401] | | | | | $ | [removed: 24,721] [added: 26,167] | |

| Net card fees | | | | | | [removed: 4,664] [added: 5,195] | | | | | | [removed: 4,042] [added: 4,664] | | | | | | [removed: 3,441] [added: 4,042] | | |

| Other fees and commissions | | | | | | [removed: 2,163] [added: 2,392] | | | | | | [removed: 3,297] [added: 2,163] | | | | | | [removed: 3,153] [added: 3,297] | | |

| Other | | | | | | [removed: 874] [added: 1,316] | | | | | | [removed: 1,430] [added: 874] | | | | | | [removed: 1,360] [added: 1,430] | | |

| Total non-interest revenues | | | | | | [removed: 28,102] [added: 34,630] | | | | | | [removed: 34,936] [added: 28,102] | | | | | | [removed: 32,675] [added: 34,936] | | |

| Interest on loans | | | | | | [removed: 9,779] [added: 8,850] | | | | | | [removed: 11,308] [added: 9,779] | | | | | | [removed: 9,941] [added: 11,308] | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

February 11, 2022

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_142) [4](#iaa4de6fda6f44f56a82a58e967d731f5_142) [– Investment Securities](#iaa4de6fda6f44f56a82a58e967d731f5_142) | | | [114](#iaa4de6fda6f44f56a82a58e967d731f5_142) | | |

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_145) [5](#iaa4de6fda6f44f56a82a58e967d731f5_145) [– Asset Securitizations](#iaa4de6fda6f44f56a82a58e967d731f5_145) | | | [116](#iaa4de6fda6f44f56a82a58e967d731f5_145) | | |

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_148) [6](#iaa4de6fda6f44f56a82a58e967d731f5_148) [– Other Assets](#iaa4de6fda6f44f56a82a58e967d731f5_148) | | | [117](#iaa4de6fda6f44f56a82a58e967d731f5_148) | | |

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_151) [7](#iaa4de6fda6f44f56a82a58e967d731f5_151) [– Customer Deposits](#iaa4de6fda6f44f56a82a58e967d731f5_151) | | | [119](#iaa4de6fda6f44f56a82a58e967d731f5_151) | | |

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_154) [8](#iaa4de6fda6f44f56a82a58e967d731f5_154) [– Debt](#iaa4de6fda6f44f56a82a58e967d731f5_154) | | | [120](#iaa4de6fda6f44f56a82a58e967d731f5_154) | | |

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_157) [9](#iaa4de6fda6f44f56a82a58e967d731f5_157) [– Other Liabilities](#iaa4de6fda6f44f56a82a58e967d731f5_157) | | | [123](#iaa4de6fda6f44f56a82a58e967d731f5_157) | | |

| [Note 1](#iaa4de6fda6f44f56a82a58e967d731f5_160)[0](#iaa4de6fda6f44f56a82a58e967d731f5_160) [– Stock Plans](#iaa4de6fda6f44f56a82a58e967d731f5_160) | | | [124](#iaa4de6fda6f44f56a82a58e967d731f5_160) | | |

| [Note 1](#iaa4de6fda6f44f56a82a58e967d731f5_163)[1](#iaa4de6fda6f44f56a82a58e967d731f5_163) [– Retirement Plans](#iaa4de6fda6f44f56a82a58e967d731f5_163) | | | [126](#iaa4de6fda6f44f56a82a58e967d731f5_163) | | |

| [Note 1](#iaa4de6fda6f44f56a82a58e967d731f5_175)[4](#iaa4de6fda6f44f56a82a58e967d731f5_175) [– Fair Values](#iaa4de6fda6f44f56a82a58e967d731f5_175) | | | [133](#iaa4de6fda6f44f56a82a58e967d731f5_175) | | |

| [Note 1](#iaa4de6fda6f44f56a82a58e967d731f5_178)[5](#iaa4de6fda6f44f56a82a58e967d731f5_178) [– Guarantees](#iaa4de6fda6f44f56a82a58e967d731f5_178) | | | [138](#iaa4de6fda6f44f56a82a58e967d731f5_178) | | |

| [Note](#iaa4de6fda6f44f56a82a58e967d731f5_193) [19](#iaa4de6fda6f44f56a82a58e967d731f5_193) [– Restructuring](#iaa4de6fda6f44f56a82a58e967d731f5_193) | | | [141](#iaa4de6fda6f44f56a82a58e967d731f5_193) | | |

| [Note 2](#iaa4de6fda6f44f56a82a58e967d731f5_196)[0](#iaa4de6fda6f44f56a82a58e967d731f5_196) [– Income Taxes](#iaa4de6fda6f44f56a82a58e967d731f5_196) | | | [142](#iaa4de6fda6f44f56a82a58e967d731f5_196) | | |

| [Note 2](#iaa4de6fda6f44f56a82a58e967d731f5_211)[5](#iaa4de6fda6f44f56a82a58e967d731f5_211) [– Parent Company](#iaa4de6fda6f44f56a82a58e967d731f5_211) | | | [152](#iaa4de6fda6f44f56a82a58e967d731f5_211) | | |

| | | | | | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| Cash and due from banks (includes restricted cash of consolidated variable interest entities: 2021, $11; 2020, nil) | | | | | | $ | 1,292 | | | | | $ | 2,984 | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| Net income | | | | | | $ | 8,060 | | | | | $ | 3,135 | | | | | $ | 6,759 | |

| Deferred taxes | | | | | | 294 | | | | | | (939) | | | | | | (151) | | |

| Other non-cash items (a) | | | | | | (772) | | | | | | 683 | | | | | | 577 | | |

| Issuance of American Express preferred shares | | | | | | 1,584 | | | | | | — | | | | | | — | | |

| Redemption of American Express preferred shares | | | | | | (1,600) | | | | | | — | | | | | | — | | |

| Cash and cash equivalents reconciliation | | | | | | 2021 | | | | | | 2020 | | | | | | 2019 | | |

(a)Includes net gains on Amex Ventures equity investments, net gains and losses on fair value hedges and changes in equity method investments.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

| Net income | | | | | | 8,060 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 8,060 | | |

| Preferred shares issued | | | | | | 1,584 | | | | | | — | | | | | | — | | | | | | 1,584 | | | | | | — | | | | | | — | | |

| Redemption of preferred shares | | | | | | (1,600) | | | | | | — | | | | | | — | | | | | | (1,584) | | | | | | — | | | | | | (16) | | |

| Repurchase of common shares | | | | | | (7,598) | | | | | | — | | | | | | (9) | | | | | | (631) | | | | | | — | | | | | | (6,958) | | |

| Cash dividends declared preferred Series D, $13,213.89 per share | | | | | | (21) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (21) | | |

| Balances as of December 31, 2021 | | | | | | $ | 22,177 | | | | | $ | — | | | | | $ | 153 | | | | | $ | 11,495 | | | | | $ | (2,945) | | | | | $ | 13,474 | |

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

February 12, 2021

| [Note](#i1c944372b39c4106a610bd44c10ce701_145) [4](#i1c944372b39c4106a610bd44c10ce701_145) [– Investment Securities](#i1c944372b39c4106a610bd44c10ce701_145) | | | [117](#i1c944372b39c4106a610bd44c10ce701_145) | | |

| [Note](#i1c944372b39c4106a610bd44c10ce701_148) [5](#i1c944372b39c4106a610bd44c10ce701_148) [– Asset Securitizations](#i1c944372b39c4106a610bd44c10ce701_148) | | | [119](#i1c944372b39c4106a610bd44c10ce701_148) | | |

| [Note](#i1c944372b39c4106a610bd44c10ce701_151) [6](#i1c944372b39c4106a610bd44c10ce701_151) [– Other Assets](#i1c944372b39c4106a610bd44c10ce701_151) | | | [120](#i1c944372b39c4106a610bd44c10ce701_151) | | |

| [Note](#i1c944372b39c4106a610bd44c10ce701_154) [7](#i1c944372b39c4106a610bd44c10ce701_154) [– Customer Deposits](#i1c944372b39c4106a610bd44c10ce701_154) | | | [122](#i1c944372b39c4106a610bd44c10ce701_154) | | |

| [Note](#i1c944372b39c4106a610bd44c10ce701_157) [8](#i1c944372b39c4106a610bd44c10ce701_157) [– Debt](#i1c944372b39c4106a610bd44c10ce701_157) | | | [123](#i1c944372b39c4106a610bd44c10ce701_157) | | |

| [Note](#i1c944372b39c4106a610bd44c10ce701_163) [9](#i1c944372b39c4106a610bd44c10ce701_163) [– Other Liabilities](#i1c944372b39c4106a610bd44c10ce701_163) | | | [126](#i1c944372b39c4106a610bd44c10ce701_163) | | |

| [Note 1](#i1c944372b39c4106a610bd44c10ce701_166)[0](#i1c944372b39c4106a610bd44c10ce701_166) [– Stock Plans](#i1c944372b39c4106a610bd44c10ce701_166) | | | [127](#i1c944372b39c4106a610bd44c10ce701_166) | | |

| [Note 1](#i1c944372b39c4106a610bd44c10ce701_169)[1](#i1c944372b39c4106a610bd44c10ce701_169) [– Retirement Plans](#i1c944372b39c4106a610bd44c10ce701_169) | | | [129](#i1c944372b39c4106a610bd44c10ce701_169) | | |

| [Note 1](#i1c944372b39c4106a610bd44c10ce701_181)[4](#i1c944372b39c4106a610bd44c10ce701_181) [– Fair Values](#i1c944372b39c4106a610bd44c10ce701_181) | | | [137](#i1c944372b39c4106a610bd44c10ce701_181) | | |

| [Note 1](#i1c944372b39c4106a610bd44c10ce701_184)[5](#i1c944372b39c4106a610bd44c10ce701_184) [– Guarantees](#i1c944372b39c4106a610bd44c10ce701_184) | | | [141](#i1c944372b39c4106a610bd44c10ce701_184) | | |

| [Note](#i1c944372b39c4106a610bd44c10ce701_199) [19](#i1c944372b39c4106a610bd44c10ce701_199) [– Restructuring](#i1c944372b39c4106a610bd44c10ce701_199) | | | [144](#i1c944372b39c4106a610bd44c10ce701_199) | | |

| [Note 2](#i1c944372b39c4106a610bd44c10ce701_202)[0](#i1c944372b39c4106a610bd44c10ce701_202) [– Income Taxes](#i1c944372b39c4106a610bd44c10ce701_202) | | | [145](#i1c944372b39c4106a610bd44c10ce701_202) | | |

| [Note 2](#i1c944372b39c4106a610bd44c10ce701_217)[5](#i1c944372b39c4106a610bd44c10ce701_217) [– Parent Company](#i1c944372b39c4106a610bd44c10ce701_217) | | | [155](#i1c944372b39c4106a610bd44c10ce701_217) | | |

| [Note 2](#i1c944372b39c4106a610bd44c10ce701_220)[6](#i1c944372b39c4106a610bd44c10ce701_220) [– Quarterly Financial Data (Unaudited)](#i1c944372b39c4106a610bd44c10ce701_220) | | | [158](#i1c944372b39c4106a610bd44c10ce701_220) | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Cash and due from banks | | | | | | $ | 2,984 | | | | | $ | 3,613 | |

| Deferred taxes and other | | | | | | (256) | | | | | | 426 | | | | | | 455 | | |

| Balances as of December 31, 2017 | | | | | | $ | 18,261 | | | | | $ | — | | | | | $ | 172 | | | | | $ | 12,210 | | | | | $ | (2,428) | | | | | $ | 8,307 | |

| Repurchase of common shares | | | | | | (1,570) | | | | | | — | | | | | | (3) | | | | | | (216) | | | | | | — | | | | | | (1,351) | | |

Business travel-related services are offered through the non-consolidated joint venture, American Express Global Business Travel.

Prior to

If the carrying amount of a reporting unit exceeds the fair value, then a test is performed to determine the implied fair value of goodwill.

In March 2020, the Financial Accounting Standards Board issued new accounting guidance related to the effects of reference rate reform on financial reporting.

The guidance, effective for reporting periods through December 31, 2022, provides accounting relief for contract modifications that replace an interest rate impacted by reference rate reform (e.g., LIBOR) with a new alternative reference rate.

The guidance is applicable to investment securities, receivables, loans, debt, leases, derivatives and hedge accounting elections and other contractual arrangements.

We adopted the guidance as of March 31, 2020, with no material impact on our financial position, results of operations and cash flows.

There were no significant changes to our accounting policies, business processes or internal controls as a result of adopting the new guidance.

The CECL methodology requires measurement of expected credit losses for the estimated life of the financial instrument, not only based on historical experience and current conditions, but also by including reasonable and supportable forecasts incorporating forward-looking information.

Upon implementation, total loan reserves increased by $1,663 million and total receivable reserves decreased by $493 million, along with the associated current and deferred tax impact of $288 million, and an offset to the opening balance of retained earnings, net of tax, of $882 million.

There were no material changes to our business processes or internal controls as a result of adopting the new guidance.

In addition, for available-for-sale debt securities, the new methodology replaces the other-than-temporary impairment model and requires the recognition of an allowance for reductions in a security’s fair value attributable to declines in credit quality, instead of a direct write-down of the security, when a valuation decline is determined to be other-than-temporary.

There was no financial impact related to this implementation.

Card Member loans are recorded at the time a Card Member enters into a point-of-sale transaction with a merchant and represent revolving amounts due on lending card products, as well as amounts due from charge Card Members who utilize the Pay Over Time features on their account and revolve a portion of the outstanding balance by entering into a revolving payment arrangement with us.

Each charge card transaction is authorized based on its likely economics, a Card Member’s most recent credit information and spend patterns.

(b)Includes $4.3 billion and nil of gross Card Member receivables available to settle obligations of a consolidated VIE as of December 31, 2020 and 2019, respectively.

| Global Consumer Services Group | | | | | | $ | 72,101 | | | | | $ | 322 | | | | | $ | 253 | | | | | $ | 590 | | | | | $ | 73,266 | |

(d)Net loss ratio was the credit quality indicator for GCP Card Member receivables for prior periods and represents the ratio of GCP Card Member receivables write-offs, consisting of principal (resulting from authorized transactions) and fee components, less recoveries, on Card Member receivables expressed as a percentage of gross amounts billed to corporate Card Members.

| | | | | | | As of December 31, 2018 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Global Consumer Services Group | | | | | | $ | 344 | | | | | $ | 236 | | | | | $ | 313 | | | | | $ | 131 | | | | | $ | 1,024 | | | | | $ | 80 | |

There have not been any changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of [removed: 2020] [added: 2021] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

“Management’s Report on Internal Control over Financial Reporting,” which sets forth management’s evaluation of internal control over financial reporting, and the “Report of Independent Registered Public Accounting Firm” on the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] are set forth in “Financial Statements and Supplementary Data.”

PART III

ITEMS 10, 11, 12 and 13.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE; EXECUTIVE COMPENSATION; SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS; CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

We expect to file with the SEC in March 2021 (and, in any event, not later than 120 days after the close of our last fiscal year), a definitive proxy statement, pursuant to SEC Regulation 14A in connection with our Annual Meeting of Shareholders to be held May 4, 2021, which involves the election of directors.

The following information to be included in such proxy statement is incorporated herein by reference:

- Information included under the caption “Corporate Governance at American Express — Our Corporate Governance Framework — Our Board’s Independence”

- Information included under the caption “Corporate Governance at American Express — Our Board Committees — Board Committee Responsibilities”

- Information included under the caption “Corporate Governance at American Express — Our Corporate Governance Framework — Director Attendance”

- Information included under the caption “Corporate Governance at American Express — Compensation of Directors”

- Information included under the caption “Stock Ownership Information”

- Information included under the caption “Corporate Governance at American Express — Item 1 — Election of Directors for a Term of One Year”

- Information included under the caption “Executive Compensation”

- Information under the caption “Corporate Governance at American Express — Certain Relationships and Transactions”

In addition, the information regarding executive officers called for by Item 401(b) of Regulation S-K may be found under the caption “Information About Our Executive Officers” in this Report.

We have adopted a set of Corporate Governance Principles, which together with the charters of the four standing committees of the Board of Directors (Audit and Compliance; Compensation and Benefits; Nominating, Governance and Public Responsibility; and Risk), our Code of Conduct (which constitutes our code of ethics) and the Code of Business Conduct for the Members of the Board of Directors, provide the framework for our governance.

A complete copy of our Corporate Governance Principles, the charters of each of the Board committees, the Code of Conduct (which applies not only to our Chief Executive Officer, Chief Financial Officer and Controller, but also to all our other colleagues) and the Code of Business Conduct for the Members of the Board of Directors may be found by clicking on the “Corporate Governance” link found on our Investor Relations website at http://ir.americanexpress.com.

We also intend to disclose any amendments to our Code of Conduct, or waivers of our Code of Conduct on behalf of our Chief Executive Officer, Chief Financial Officer or Controller, on our website.

You may also access our Investor Relations website through our main website at www.americanexpress.com by clicking on the “Investor Relations” link, which is located at the bottom of the Company’s homepage.

(Information from such sites is not incorporated by reference into this report.) You may also obtain free copies of these materials by writing to our Corporate Secretary at our headquarters.

Not applicable.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

PART III

ITEMS 10, 11, 12 and 13.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE; EXECUTIVE COMPENSATION; SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS; CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

We expect to file with the SEC in March 2022 (and, in any event, not later than 120 days after the close of our last fiscal year), a definitive proxy statement, pursuant to SEC Regulation 14A in connection with our Annual Meeting of Shareholders to be held May 3, 2022, which involves the election of directors.

The following information to be included in such proxy statement is incorporated herein by reference:

- Information included under the caption “Corporate Governance at American Express — Our Corporate Governance Framework — Our Board’s Independence”

- Information included under the caption “Corporate Governance at American Express — Our Board Committees — Board Committee Responsibilities”

- Information included under the caption “Corporate Governance at American Express — Our Corporate Governance Framework — Director Attendance”

- Information included under the caption “Corporate Governance at American Express — Compensation of Directors”

- Information included under the caption “Stock Ownership Information”

- Information included under the caption “Corporate Governance at American Express — Item 1 — Election of Directors for a Term of One Year”

- Information included under the caption “Executive Compensation”

- Information under the caption “Corporate Governance at American Express — Certain Relationships and Transactions”

In addition, the information regarding executive officers called for by Item 401(b) of Regulation S-K may be found under the caption “Information About Our Executive Officers” in this Report.

We have adopted a set of Corporate Governance Principles, which together with the charters of the four standing committees of the Board of Directors (Audit and Compliance; Compensation and Benefits; Nominating, Governance and Public Responsibility; and Risk), our Code of Conduct (which constitutes our code of ethics) and the Code of Business Conduct for the Members of the Board of Directors, provide the framework for our governance.

A complete copy of our Corporate Governance Principles, the charters of each of the Board committees, the Code of Conduct (which applies not only to our Chief Executive Officer, Chief Financial Officer and Controller, but also to all our other colleagues) and the Code of Business Conduct for the Members of the Board of Directors may be found by clicking on the “Corporate Governance” link found on our Investor Relations website at http://ir.americanexpress.com.

We also intend to disclose any amendments to our Code of Conduct, or waivers of our Code of Conduct on behalf of our Chief Executive Officer, Chief Financial Officer or Controller, on our website.

You may also access our Investor Relations website through our main website at www.americanexpress.com by clicking on the “Investor Relations” link, which is located at the bottom of the Company’s homepage.

(Information from such sites is not incorporated by reference into this report.) You may also obtain free copies of these materials by writing to our Corporate Secretary at our headquarters.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

The information set forth under the heading “Item 2 — Ratification of Appointment of Independent Registered Public Accounting Firm — PricewaterhouseCoopers LLP Fees and Services,” which will appear in our definitive proxy statement in connection with our Annual Meeting of Shareholders to be held May [removed: 4, 2021,] [added: 3, 2022,] is incorporated herein by reference.

[Table of](#iaa4de6fda6f44f56a82a58e967d731f5_10) [Contents](#iaa4de6fda6f44f56a82a58e967d731f5_10)

Exhibits numbered 10.1 through [removed: 10.41] [added: 10.40] are management contracts or compensatory plans or arrangements.

| [added: | | |] 3.1 | | | [Company's Amended and Restated Certificate of Incorporation as amended [removed: through February 27, 2015] [added: through](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm) [August 2](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[, 202](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[1] (incorporated by reference to Exhibit 3.1 of the Company's [removed: Quarterly Report] [added: Q](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[u](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[a](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[rterly](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm) [R](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[eport] on Form 10-Q (Commission File No. 1-7657) for the quarter ended [removed: March 31, 2015).](http://www.sec.gov/Archives/edgar/data/4962/000119312515155393/d914131dex31.htm)] [added: September](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm) [30, 2021)](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)[.](https://www.sec.gov/Archives/edgar/data/4962/000000496221000060/axpq321ex31.htm)] | | |

| [added: | | |] 3.2 | | | [Company's By-Laws, as amended through September 26, [removed: 2016 (incorporated] [added: 2016](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm) [(incorporated] by reference to Exhibit 3.1 of the Company's Current Report on Form 8-K (Commission File No. 1-7657), dated September 26, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)] [added: 2016](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm) [](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)[(](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)[f](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)[iled September 27, 2016)](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)[)](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)[.](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm)] | | |

| [added: | | |] 4.1 | | | The instruments defining the rights of holders of long-term debt securities of the Company and its subsidiaries are omitted pursuant to Section (b)(4)(iii)(A) of Item 601 of Regulation S-K. The Company hereby agrees to furnish copies of these instruments to the SEC upon request. | | |

| [removed: *4.2] | | | [added: 4.2 | | |] [Description of American Express Company’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, [removed: as](https://www.sec.gov/Archives/edgar/data/4962/000000496221000013/axp-20201231exx42.htm) [amended.](https://www.sec.gov/Archives/edgar/data/4962/000000496221000013/axp-20201231exx42.htm)] [added: as amended (incorporated by reference to Exhibit 4.2 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2020).](https://www.sec.gov/Archives/edgar/data/4962/000000496221000013/axp-20201231exx42.htm)] | | |

| [added: | | |] 10.1 | | | [American Express Company Deferred Compensation Plan for Directors and Advisors, as amended and restated effective April 1, 2018 (incorporated by reference to Exhibit 10.3 of the Company's Quarterly Report on Form 10-Q (Commission File No. 1-7657) for the quarter ended March 31, 2018).](http://www.sec.gov/Archives/edgar/data/4962/000000496218000060/axpq118ex103.htm) | | |

| [added: | | |] 10.2 | | | [American Express Company 2007 Pay-for-Performance Deferral Program Document (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K (Commission File No. 1-7657), dated November 20, 2006 (filed November 22, 2006)).](http://www.sec.gov/Archives/edgar/data/4962/000110465906077507/a06-24422_1ex10d1.htm) | | |

| [added: | | |] 10.3 | | | [Description of amendments to 1994–2006 Pay-for-Performance Deferral Programs (incorporated by reference to Exhibit 10.13 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2006).](http://www.sec.gov/Archives/edgar/data/4962/000095012307003020/y30921exv10w13.htm) | | |

| [added: | | |] 10.4 | | | [American Express Company 2006 Pay-for-Performance Deferral Program Guide (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K (Commission File No. 1-7657), dated November 21, 2005 (filed November 23, 2005)).](http://www.sec.gov/Archives/edgar/data/4962/000104746905027377/a2165438zex-10_1.txt) | | |

| [added: | | |] 10.5 | | | [American Express Company 2005 Pay-for-Performance Deferral Program Guide (incorporated by reference to Exhibit 10.10 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2004).](http://www.sec.gov/Archives/edgar/data/4962/000095012305002932/y06418exv10w10.txt) | | |

| [added: | | |] 10.6 | | | [Description of American Express Company Pay-for-Performance Deferral Program (incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K (Commission File No. 1-7657), dated November 22, 2004 (filed January 28, 2005)).](http://www.sec.gov/Archives/edgar/data/4962/000000496205000043/ex10_2pfpdp.txt) | | |

| [added: | | |] 10.7 | | | [Amendment to the Pre-2008 Nonqualified Deferred Compensation Plans of American Express Company (incorporated by reference to Exhibit 10.19 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2008).](http://www.sec.gov/Archives/edgar/data/4962/000119312509041008/dex1019.htm) | | |

| [added: | | |] 10.8 | | | American Express Company Retirement Plan for Non-Employee Directors, as amended (incorporated by reference to Exhibit 10.12 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 1988). | | |

| [added: | | |] 10.9 | | | [Certificate of Amendment of the American Express Company Retirement Plan for Non-Employee Directors dated March 21, 1996 (incorporated by reference to Exhibit 10.11 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 1995).](http://www.sec.gov/Archives/edgar/data/4962/0000004962-96-000013.txt) | | |

| [added: | | |] 10.10 | | | American Express Key Executive Life Insurance Plan, as amended (incorporated by reference to Exhibit 10.12 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the fiscal year ended December 31, 1991). | | |

| [added: | | |] 10.11 | | | [Amendment to American Express Company Key Executive Life Insurance Plan (incorporated by reference to Exhibit 10.3 of the Company's Quarterly Report on Form 10-Q (Commission File No. 1-7657) for the quarter ended September 30, 1994).](http://www.sec.gov/Archives/edgar/data/4962/0000004962-94-000031.txt) | | |

| [added: | | |] 10.12 | | | [Amendment to American Express Company Key Executive Life Insurance Plan, effective as of January 22, 2007 (incorporated by reference to Exhibit 10.22 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2006).](http://www.sec.gov/Archives/edgar/data/4962/000095012307003020/y30921exv10w22.htm) | | |

| [added: | | |] 10.13 | | | [Amendment to American Express Company Key Executive Life Insurance Plan, effective as of January 1, 2011 (incorporated by reference to Exhibit 10.24 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2010).](http://www.sec.gov/Archives/edgar/data/4962/000095012311019072/y87970exv10w24.htm) | | |

| [added: | | |] 10.14 | | | American Express Key Employee Charitable Award Program for Education (incorporated by reference to Exhibit 10.13 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 1990). | | |

| [added: | | |] 10.15 | | | American Express Directors' Charitable Award Program (incorporated by reference to Exhibit 10.14 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 1990). | | |

| [added: | | |] 10.16 | | | American Express Company Salary/Bonus Deferral Plan (incorporated by reference to Exhibit 10.20 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 1988). | | |

| [added: | | |] 10.17 | | | [Amendment to American Express Company Salary/Bonus Deferral Plan (incorporated by reference to Exhibit 10.4 of the Company's Quarterly Report on Form 10-Q (Commission File No. 1-7657) for the quarter ended September 30, 1994).](http://www.sec.gov/Archives/edgar/data/4962/0000004962-94-000031.txt) | | |

| [added: | | |] 10.18 | | | [American Express Senior Executive Severance Plan, as amended and restated effective May 1, 2018 (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q (Commission File No. 1-7657) for the quarter ended June 30, 2018).](http://www.sec.gov/Archives/edgar/data/4962/000000496218000095/axpq218ex101.htm#EXHIBIT10.1) | | |

| [added: | | |] 10.19 | | | [Amendments of (i) the American Express Salary/Bonus Deferral Plan and (ii) the American Express Key Executive Life Insurance Plan (incorporated by reference to Exhibit 10.37 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 1997).](http://www.sec.gov/Archives/edgar/data/4962/0000004962-98-000018.txt) | | |

| [added: | | |] 10.20 | | | [Second Amendment and Restatement of the American Express Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) (as amended and restated effective as of January 1, 2012) (incorporated by reference to Exhibit 10.28 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, 2011).](http://www.sec.gov/Archives/edgar/data/4962/000119312512077400/d281394dex1028.htm) | | |

| [added: | | |] 10.21 | | | [Third Amendment to the American Express Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) (dated March 29, 2012) (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q (Commission File No. 1-7657) for the quarter ended March 31, 2012).](http://www.sec.gov/Archives/edgar/data/4962/000119312512200270/d339106dex101.htm) | | |