American Express (AXP) 10-K risk factor changes: FY2022 vs FY2021

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

We offer a broad array of products and services to consumers, small [removed: businesses] [added: businesses, mid-sized companies] and [removed: commercial clients] [added: large corporations] and thus are very dependent upon the level of consumer and business activity and the demand for payment and financing products.

Factors such as consumer spending and confidence, household income and housing prices, unemployment rates, business investment and inventory levels, bankruptcies, geopolitical [removed: instability,] [added: instability (including the ongoing military conflict in Ukraine),] public policy decisions, government spending, international trade relationships, interest rates, taxes, [added: inflation and deflation (including the effects of related governmental responses),] energy costs, availability of capital and [removed: credit, inflation] [added: credit] and [removed: deflation] [added: the continuing impacts of the COVID-19 pandemic] all affect the economic environment and, ultimately, our profitability.

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

The pandemic and resulting containment measures adversely impacted a significant portion of our network [removed: 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.][added: volumes.]

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

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

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

Political and social conditions, [added: including actions aimed at upending geopolitical stability,] fiscal and monetary [removed: policies,] [added: policies (including developments related to the U.S. federal debt ceiling),] trade wars and tariffs, labor shortages, prolonged or recurring government shutdowns, regional or domestic hostilities, economic sanctions and the prospect or occurrence of more widespread conflicts could also negatively affect our business, operations and partners, consumer and business spending, including travel patterns and business investment, and demand for credit.

[removed: Recent hurricanes] [added: Hurricanes] and other natural disasters have impacted spending and credit performance in the areas affected.

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, [added: including our technology and systems.]

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

In addition, disruptions in air travel and other forms of travel can result in the payment of claims under travel [removed: interruption insurance policies] [added: protection products] we offer.

The competitive value of our closed-loop data [added: and demand for our products and services] may also be diminished as traditional and non-traditional competitors use other, new data sources and technologies to derive similar [removed: insights.][added: insights and by certain regulations, such as open banking initiatives, which may result in disintermediating existing financial services providers, steering customers away from our products and services or decreasing our attractiveness to partners.]

To the extent we expand [removed: into] [added: into, or further grow in,] new business areas and new geographic regions, such as mainland China, we will face competitors with more experience and more established relationships with relevant customers, regulators and industry participants, which could adversely affect our ability to compete.

All of our cobrand portfolios in the aggregate accounted for approximately [removed: 19] [added: 18] percent of our worldwide network volumes for the year ended December 31, [removed: 2021.][added: 2022.]

Card Member loans related to our cobrand portfolios accounted for approximately [removed: 40] [added: 36] percent of our worldwide Card Member loans as of December 31, [removed: 2021.][added: 2022.]

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

[removed: In addition, we may be obligated to make or accelerate payments to certain business partners such as] cobrand partners upon the occurrence of certain triggering events such as a shortfall in certain performance and revenue levels.

At December 31, [removed: 2021,] [added: 2022,] our best estimate of the maximum amount of billed business for purchases that had yet to be delivered by, or could be charged back to, merchants was [removed: $24.5] [added: $31.1] billion.

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 [removed: economic and] [added: current global economic,] financial [removed: disruptions, particularly to travel, caused by the COVID-19 pandemic] and [removed: resulting containment measures and staff shortages.][added: geopolitical conditions.]

Some [removed: merchants] [added: merchants, including large tech companies and other large merchants,] continue to invest in their own payment [added: and financing] solutions, such as proprietary-branded mobile wallets, using both traditional and new technology platforms.

If merchants are able to drive broad consumer adoption and usage, it could adversely impact our average merchant discount rate and network [added: and loan] volumes.

We may not succeed in maintaining merchant discount rates or offsetting the impact of declining merchant discount rates, for the reasons discussed above and others, which could materially and adversely affect our revenues and profitability, and therefore our ability to invest in innovation and in value-added services for [removed: merchants] [added: merchants, business partners] and Card Members.

In certain countries, such as Australia and certain Member States in the EU, and in certain states in the [removed: U.S.,] [added: United States,] merchants are expressly permitted by law to surcharge certain card [removed: purchases.][added: purchases and, as a result of a litigation settlement, surcharging of credit card purchases is permitted by merchants in certain jurisdictions in Canada.]

We also encounter merchants that accept our cards, but tell their customers that they prefer to accept another type of payment or otherwise seek to suppress use of our cards or certain of our cards, which could become more prevalent with the [removed: introduction] [added: existence] of debit cards on the American Express network.

Our Card Members value the ability to use their cards where and when they want to, and we, therefore, take steps to meet our Card Members’ expectations and to protect the American Express brand by [added: prohibiting discrimination through provisions in our merchant contracts, including non-discrimination and honor-all-cards provisions, subject to local legal requirements.]

When we work with [removed: merchant acquirers, aggregators and processors to manage certain aspects of the merchant relationship,] [added: such third parties,] we are dependent on them to promote and support the acceptance and usage of our cards, but [removed: such third parties] [added: they] may have business interests, strategies or goals that are inconsistent with ours.

New products, such as debit cards on the American Express network, could fail to gain market acceptance and American Express cards could become less desirable to consumers and businesses generally due to surcharging, steering or other forms of discrimination, which could result in a decrease in [removed: cards-in-force] [added: cards-in-force, coverage] and transaction volumes.

The impact could vary depending on such factors as: the industry or manner in which a surcharge is levied; how Card Members are surcharged or steered to other card products or payment forms at the point of sale; the ease and speed of implementation for merchants, [added: merchant acquirers, aggregators, processors or other merchant service providers,] including as a result of new or emerging technologies; the size and recurrence of the underlying charges; and whether and to what extent these actions are applied to other forms of payment, including whether it varies depending on the type of card (e.g., credit or debit), product, network, acquirer or issuer.

We may not be successful in our efforts to promote card [removed: usage] [added: usage, including] through marketing and promotion, merchant acceptance and Card Member rewards and services, or to effectively control the costs of such investments, both of which may materially impact our profitability.

There can be no assurance that our investments will continue to be effective, particularly [removed: with changing] [added: as] consumer and business behaviors [removed: as a result of the COVID-19 pandemic.][added: continue to change.]

In addition, increased costs as a result of inflation, colleague retention and recruitment, supply chain issues and shortages of materials such as chips for our [removed: cards, and readiness efforts for returning to our offices] [added: cards] may require that we reduce investments in other areas.

Negative perceptions or publicity regarding these matters — even if related to seemingly isolated incidents and whether or not factually correct—could erode trust and confidence and damage our reputation among existing and potential Card Members, corporate clients, merchants and partners, which could make it difficult for us to attract new customers and [removed: maintain existing ones.]

Adverse developments with respect to our [removed: industry] [added: industry, including the creation and implementation of new merchant categories codes,] may [removed: also, by association,] [added: also] negatively impact our reputation, or result in greater regulatory or legislative scrutiny or litigation against us.

[removed: We may face increased scrutiny related to these activities, and our] [added: 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.

A major information or cyber security incident or an increase in fraudulent activity could lead to reputational damage to our brand and material legal, regulatory and financial exposure, and could reduce the use and acceptance of our [removed: cards.][added: products and services.]

Despite our efforts and the efforts of third parties that process, transmit or store our data and data of our customers and colleagues or support our operations, such as service providers, merchants and regulators, the possibility of information, operational and cyber security incidents, malicious social engineering, corporate espionage, fraudulent or other malicious activities and human error or malfeasance cannot be eliminated entirely and will evolve as new and emerging technology is [removed: deployed, including the increasing use of personal mobile and computing devices that are outside of our network and control environments.]

In addition, new products and services, such as checking accounts and non-card lending, may [added: lead to an] increase [added: in the number or types of cyber attacks and] our exposure to fraud and other malfeasance.

Information, operational or cyber security incidents, fraudulent activity and other actual or perceived failures to maintain confidentiality, integrity, availability of services, privacy and/or security has led to increased regulatory scrutiny and may lead to regulatory investigations and intervention (such as mandatory card reissuance), consent decrees, increased litigation (including class action litigation), response costs (including notification and remediation costs), fines, negative assessments of [added: us and our subsidiaries by banking regulators and rating agencies, reputational and financial damage to our brand, negative impacts to our partner relationships, and reduced usage of our products and services, all of which could have a material adverse impact on our business.]

Recently, levels of inflation have been significantly elevated.

Sustained periods of high inflation may, among other things, increase certain of our expenses and erode consumer purchasing power, confidence and spending.

An economic downturn or recession may result in higher unemployment and lower household income, consumer spending, corporate earnings and business investment, which may negatively impact spending on our cards and demand for our products, and increase delinquencies and write-off rates.

Travel and entertainment (T&E) expenditures, which comprised approximately 25 percent of our worldwide billed business during 2022, for example, are sensitive to business and personal discretionary spending levels and tend to decline during general economic downturns.

Likewise, spending by small business and corporate clients, which comprised approximately 45 percent of our worldwide billed business during 2022, depends in part on the economic environment and a favorable climate for continued business investment and new business formation.

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.

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.

Following the Russian invasion of Ukraine, we announced that we suspended all business operations in Russia and Belarus and this conflict has led to economic uncertainty and market disruptions, including heightened energy prices, and the imposition of financial and economic sanctions and export controls designed to constrain Russia.

The broader consequences of this conflict remain uncertain, but may include further sanctions, regional instability and geopolitical shifts, increased prevalence and sophistication of cyberattacks, potential retaliatory action by customers or the Russian government against companies such as us, heightened regulatory scrutiny related to sanctions compliance, increased inflation, further increases or fluctuations in commodity and energy prices, decreases in global travel, further disruptions to the global supply chain and the availability of certain natural resources and other adverse effects on macroeconomic conditions.

Government actions or initiatives may also provide competitors with increased opportunities to derive competitive advantages and may create new competitors, including in some cases a government entity.

In addition, we may be obligated to make or accelerate payments to certain business partners such as

We have previously and may in the future pre-purchase loyalty points from certain of our cobrand partners, the value of which may diminish to the extent such partners cease operations or such points become less desirable to our customers.

We have increasingly relied on merchant acquirers, aggregators and processors to manage certain aspects of our merchant relationships.

maintain existing ones.

Our brand may also be negatively impacted by acceptance of American Express cards by merchants in certain industries, when American Express cards are used for payment for legal, but controversial, products and services or any government inquiries or legislative scrutiny related to card acceptance or usage.

We may face increased scrutiny related to these activities from governments, regulators, the media, investors, colleagues, customers and other stakeholders, including from parties that oppose ESG initiatives.

Responding to ESG considerations and the implementation of our ESG goals and initiatives involves risk and uncertainties, requires investments and depends in part on third-party performance or data that is outside of our control.

There can be no assurance that we will achieve our ESG goals and initiatives or that any such achievements will have the desired results.

Cyber threats, including attacks from state sponsored or nation-state actors, can increase during periods of diplomatic or armed conflict, such as the ongoing conflict in Ukraine.

deployed, including the increasing use of personal mobile and computing devices and communications platforms that are outside of our network and control environments.

For example, we are aware that certain of our third-party vendors have been the victims of ransomware and other cyberattacks, in some instances affecting our data or the services they provide to us.

We have experienced in certain limited circumstances and may continue to experience disruptions or other events at our third parties or our third parties' service providers, including their failure to fulfill their obligations and the information, cyber security and operational incidents described above.

Such disruptions could interrupt or compromise the quality of our services to customers, impact the confidentiality, integrity, availability and security of our data, lead to fraudulent transactions on our cards or other products, impact our business, cause brand or reputational damage, and lead to costs associated with responding to such a disruption, including notification and remediation costs, costs to switch vendors or move operations in house, regulatory investigations and fines and increased regulatory oversight and litigation.

In addition, our adoption of new technologies and our introduction of new products and services may expose us to new or enhanced risks, particularly in areas where we have less experience or our existing governance and control systems may be insufficient, which could require us to make substantial expenditures or subject us to legal liability and brand or reputational harm.

Joint ventures and other partnerships or minority investments operating in foreign jurisdictions may also face risks from adverse regulatory actions, which could adversely affect their operations or our investment.

During the second quarter of 2022, GBTG became a publicly traded company following the completion of a business combination between American Express Global Business Travel and Apollo Strategic Growth Capital.

We have extensive commercial arrangements with GBTG, including, among other things, a long-term trademark license agreement pursuant to which GBTG uses the American Express

brand, GBTG's support of our partnerships, GBTG negotiations with travel suppliers on our behalf and a strategic relationship between GBTG and our Commercial Services business.

We and other parties in our value chain are expected to be subject to additional climate and other environmental-related obligations arising from legislation and regulation in the United States and abroad.

For example, banking regulators and other governmental authorities and stakeholders are increasingly focused on the issue of climate risk at financial institutions, and several of the U.S. federal bank regulatory agencies have issued proposals for principles designed to provide a framework for the management of climate-related risks.

Disclosure of additional climate-related information by companies has also begun to be mandated by legislation and regulators, even as the availability and quality of such information remains limited.

Our risk management framework may not be effective in identifying, measuring and controlling our exposure to climate-related risks, particularly given that the timing, nature and severity of the impacts of climate change may not be predictable.

with Card Members, partners, merchants, service providers and other third parties.

legal actions.

In January 2023, the CFPB notified us that its investigation was completed and that it does not intend to recommend an enforcement action be taken against us at this time.

The OCC, DOJ and EDNY reviews and investigations are ongoing and could result in enforcement actions or other regulatory proceedings against us seeking fines or other remedial actions.

We are cooperating with all inquiries.

We continue to review and enhance our processes and controls related to our sales practices and business conduct generally, take disciplinary and remedial actions where appropriate, and provide information regarding our reviews to our regulators, including the Federal Reserve.

misappropriation of our proprietary information and a resulting loss of competitive advantage.

New tax legislation could be enacted in the countries in which we have operations.

Such factors may also cause our earnings, billings, loan balances, credit metrics and margins to fluctuate and diverge from expectations of analysts and investors, who may have differing assumptions regarding their impact on our business, adversely affecting, and/or increasing the volatility of, the trading price of our common shares.

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.

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

Because of our proximity to the World Trade Center site, our headquarters were damaged as a result of the terrorist attacks of September 11, 2001.

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including our technology and systems.

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 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.

Certain regulations, such as open banking 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.

During 2020, we pre-purchased a significant amount of loyalty points from certain of our travel cobrand partners, which we have used and intend to continue to use for 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 any pre-purchased points we still have at that time may be diminished and may result in an impairment charge.

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

Acceptance of American Express cards by merchants in certain industries can also affect perceptions of us.

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.

A disruption or other event at a third party affecting one of our service providers or partners could also impede their ability to provide to us services or data on which we rely to operate our business.

The confidentiality, integrity, privacy, availability and/or security of data communicated over third-party networks or platforms or held by, or accessible to, third parties, including merchants that accept our cards, payment processors, payment intermediaries and our third-party service providers and business partners, could become compromised, which could lead to operational disruptions, unauthorized use of our data or fraudulent transactions on our cards, as well as costs associated with responding to such an incident, including notification and remediation costs, regulatory investigations and fines, increased regulatory oversight and litigation.

management and compliance systems.

Our ability to develop, acquire or access competitive technologies or business processes on acceptable terms may also be limited by intellectual property rights that third parties, including those that current and potential competitors, may assert.

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

In a

We also conducted an internal review of certain sales from 2015 and 2016 and have taken appropriate disciplinary and remedial actions, including voluntarily providing remediation to certain current and former customers.

Information regarding our investigation has been provided to our other regulators, including the Federal Reserve.

We are cooperating with all of these inquiries into our sales practices and related compliance practices and continue to review and enhance our processes and controls related to our sales practices and business conduct generally.

We do not believe this matter will have a material adverse impact on our business or results of operations.

context of ensuring that adequate data governance, data protection, incident management, resiliency, third party management, data transfer, security controls and account access mechanisms are in place.

New tax legislative initiatives, including increases in the corporate tax rate, are currently being considered and may be enacted.

These potential changes could adversely impact our effective tax rate, our tax positions and tax liabilities.

Our ability to accurately forecast future losses under that methodology may be impaired by the significant uncertainty surrounding the pandemic and the lack of comparable precedent.

Further, our credit performance may be negatively impacted as forbearance and government support programs broadly available during the pandemic come to an end, to the extent customers relied on such programs and stimulus funds to stay current on their obligations to us.

A hypothetical immediate 100 basis point decrease in market interest rates would have a smaller but still detrimental impact on our annual net interest income.

The discontinuance of LIBOR may negatively impact our access to funding and the value of our financial instruments and commercial agreements.

Certain of our financial instruments and commercial agreements will need to be amended or otherwise modified to replace references to the London interbank offered rate (LIBOR) with an alternative reference rate, as the LIBOR tenors referenced are expected to be quoted only through June 2023.

Alternative reference rates, such as the secured overnight financing rate, are calculated using components different from those used in the calculation of LIBOR and may fluctuate differently than, and not be representative of, LIBOR.

In order to compensate for these differences, certain of our financial instruments and commercial agreements allow for a benchmark replacement adjustment.

However, there is no assurance that any benchmark replacement adjustment will be sufficient to produce the economic equivalent of LIBOR, either at the benchmark replacement date or over the life of such instruments and agreements.

Uncertainty as to the replacement of LIBOR with alternative reference rates and the discontinuance of LIBOR generally may negatively impact market liquidity, our access to funding and the trading market for our financial instruments.

Furthermore, the timing of implementation and use of alternative reference rates and corresponding adjustments or other reforms could be subject to disputes, could cause the interest payable on our outstanding financial instruments and commercial agreements to be materially different than expected and may impact the value of such instruments and agreements.

We are a globally integrated payments company with [removed: three] [added: four] reportable operating segments: [removed: Global] [added: U.S.] Consumer Services [removed: Group (GCSG), Global] [added: (USCS),] Commercial Services [removed: (GCS)] [added: (CS), International Card Services (ICS)] and Global Merchant and Network Services (GMNS).

Our various products and services are [removed: sold] [added: offered] globally to diverse customer groups, including consumers, small businesses, mid-sized companies and large corporations.

These products and services are [removed: sold] [added: offered] through various channels, including mobile and online applications, affiliate marketing, customer referral programs, third-party 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 payment, or merchant discount, varies with, among other factors, the industry in which the merchant [removed: does] [added: conducts] 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 [removed: related] card acceptance agreement between the merchant and us (e.g., [removed: domestic] [added: local] or global) and the transaction amount.

- [removed: Other] [added: Service] fees and [removed: commissions,] [added: other revenue,] primarily represent [added: service fees earned from merchants and other customers, travel commissions and fees,] Card Member delinquency fees, foreign [removed: currency conversion] [added: currency-related] fees charged to Card Members, [removed: loyalty coalition-related fees, service fees earned from merchants, travel commissions] and [removed: fees, and Membership Rewards program fees;] [added: income (losses) from our investments in which we have significant influence;] and

[removed: Refer] [added: (a)Refer] to the “Glossary of Selected Terminology” for [removed: definitions] [added: a definition] of [removed: each updated term.][added: reserve build (release).]

Spending on our network reached record [removed: levels] [added: levels,] and credit metrics [removed: remained around historic lows.][added: remain below pre-pandemic levels.]

Worldwide network volumes for the year increased [removed: 24] [added: 21] percent compared to the prior year [removed: and reached 2019 levels.][added: (24 percent on an FX-adjusted basis1).]

Total revenues net of interest expense increased [removed: 17] [added: 25] percent [removed: year-over-year,] [added: year-over-year (27 percent on an FX-adjusted basis1),] reflecting [removed: double digit] [added: strong] growth in all our [removed: non-interest] revenue lines.

Discount revenue, our largest revenue line, increased [removed: 26] [added: 25] percent year-over-year, driven primarily by [removed: growth] [added: the momentum] in [added: our] Card Member [removed: spending.][added: spending volumes throughout 2022.]

[removed: Other] [added: Service] fees and [removed: commissions and Other] [added: other] revenues increased [added: 36 percent] year-over-year, [removed: primarily] driven [added: in part] by higher travel-related revenues.

Net card fees [removed: grew consistently throughout 2021 and were up 11] [added: increased 17] percent year [removed: over year,] [added: over-year,] as new card acquisitions [removed: increased,] [added: reached record levels in 2022] and Card Member retention remained high, demonstrating the impact of investments we have made in our premium value propositions.

Net interest income [removed: declined 3 percent versus the prior year,] [added: increased 27 percent,] primarily [removed: due to a decrease in net interest yields] driven by higher [removed: paydown rates on] revolving [added: Card Member] loan balances.

[removed: Provisions] [added: Other provisions] for credit losses [removed: decreased and resulted in a net benefit,] [added: increased,] primarily due to a [removed: $2.5 billion] [added: net] reserve [removed: release] [added: build] in the current [removed: year] [added: year,] versus a reserve [removed: build] [added: release] in the prior [removed: year and lower net write-offs in the current] year.

The reserve release in the [removed: current] [added: prior] year was driven by improved portfolio quality and macroeconomic [removed: outlook,] [added: forecasts,] partially offset by an increase in [removed: the outstanding balance of] loans [removed: and receivables.][added: outstanding.]

Card Member rewards, Card Member services and [removed: business] [added: Business] development expenses are generally correlated to volumes or are variable based on usage, and increased [removed: year-over-year] [added: year-over year] due to [added: network volume] growth [removed: in spend] and higher usage of travel-related benefits.

During the [removed: year] [added: year,] we [removed: increased marketing] [added: continued to make significant] investments [added: in marketing] to [removed: build] [added: drive] growth momentum and accelerate new card acquisitions.

During the year, we returned [removed: $9] [added: $4.9] billion of capital to our shareholders through common share repurchases and [removed: divided] [added: dividend] payments, [removed: which resulted in us ending the year with] [added: while maintaining] our Common Equity Tier 1 (CET1) capital ratio [removed: back] within our target range of 10 to 11 percent.

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 Forward-Looking Statements” for information on [removed: additional 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 “Glossary of Selected Terminology” for the definitions of certain key terms [removed: used in] [added: and related information appearing within] this [removed: section.][added: Form 10-K.]

The discussions in the [removed: “Financial Highlights”,] “Consolidated Results of Operations” and “Business Segment Results of Operations” provide commentary on the variances for the year ended December 31, [removed: 2021] [added: 2022] compared to the year ended December 31, [removed: 2020,] [added: 2021,] as presented in the accompanying tables.

For a discussion of the financial condition and results of operations for [removed: 2020] [added: 2021] compared to [removed: 2019,] [added: 2020,] please refer to Part II, Item 7.

“Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, [removed: 2020,] [added: 2021,] filed with the SEC on February [removed: 12, 2021.][added: 11, 2022.]

| *(Millions, except [removed: percentages and] [added: percentages,] per share [removed: amounts)*] [added: amounts and where indicated)*] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2021] [added: 2022] vs. [removed: 2020] [added: 2021] | | | | | | | | | | | | [removed: 2020] [added: 2021] vs. [removed: 2019] [added: 2020] | | | | | | | | |

| Total revenues net of interest expense | | | | | | $ | [removed: 42,380] [added: 52,862] | | | | | $ | [removed: 36,087] [added: 42,380] | | | | | $ | [removed: 43,556] [added: 36,087] | | | | | $ | [removed: 6,293] [added: 10,482] | | | | | [removed: 17] [added: 25] | | % | | | | $ | [removed: (7,469)] [added: 6,293] | | | | | [removed: (17)] [added: 17] | | % |

| Provisions for credit losses [removed: (a)] | | | | | | [removed: (1,419)] [added: 2,182] | | | | | | [removed: 4,730] [added: (1,419)] | | | | | | [removed: 3,573] [added: 4,730] | | | | | | [removed: (6,149)] [added: 3,601] | | | | | | # | | | | | | [removed: 1,157] [added: (6,149)] | | | | | | [removed: 32] [added: #] | | |

| Expenses | | | | | | [removed: 33,110] [added: 41,095] | | | | | | [removed: 27,061] [added: 33,110] | | | | | | [removed: 31,554] [added: 27,061] | | | | | | [removed: 6,049] [added: 7,985] | | | | | | [removed: 22] [added: 24] | | | | | | [removed: (4,493)] [added: 6,049] | | | | | | [removed: (14)] [added: 22] | | |

| Pretax income | | | | | | [removed: 10,689] [added: 9,585] | | | | | | [removed: 4,296] [added: 10,689] | | | | | | [removed: 8,429] [added: 4,296] | | | | | | [removed: 6,393] [added: (1,104)] | | | | | | [removed: #] [added: (10)] | | | | | | [removed: (4,133)] [added: 6,393] | | | | | | [removed: (49)] [added: #] | | |

| Income tax provision | | | | | | [removed: 2,629] [added: 2,071] | | | | | | [removed: 1,161] [added: 2,629] | | | | | | [removed: 1,670] [added: 1,161] | | | | | | [removed: 1,468] [added: (558)] | | | | | | [removed: #] [added: (21)] | | | | | | [removed: (509)] [added: 1,468] | | | | | | [removed: (30)] [added: #] | | |

| Net income | | | | | | [removed: 8,060] [added: 7,514] | | | | | | [removed: 3,135] [added: 8,060] | | | | | | [removed: 6,759] [added: 3,135] | | | | | | [removed: 4,925] [added: (546)] | | | | | | [removed: #] [added: (7)] | | | | | | [removed: (3,624)] [added: 4,925] | | | | | | [removed: (54)] [added: #] | | |

| Earnings per common share — diluted [removed: (b)] [added: (a)] | | | | | | $ | [removed: 10.02] [added: 9.85] | | | | | $ | [removed: 3.77] [added: 10.02] | | | | | $ | [removed: 7.99] [added: 3.77] | | | | | $ | [removed: 6.25] [added: (0.17)] | | | | | [removed: #] [added: (2)] | | [added: %] | | | | $ | [removed: (4.22)] [added: 6.25] | | | | | [removed: (53)] [added: # %] | | [removed: %] |

| Return on average equity (c) | | | | | | [removed: 33.7] [added: 32.3] | | % | | | | [removed: 14.2] [added: 33.7] | | % | | | | [removed: 29.6] [added: 14.2] | | % | | | | | | | | | | | | | | | | | | | | | | | | |

| Effective tax rate | | | | | | [removed: 24.6] [added: 21.6] | | % | | | | [removed: 27.0] [added: 24.6] | | % | | | | [removed: 19.8] [added: 27.0] | | % | | | | | | | | | | | | | | | | | | | | | | | | |

[added: |] # Denotes a variance of 100 percent or [removed: more.][added: more | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

Refer to Note [removed: 1 and Note 3] [added: 24] to the “Consolidated Financial Statements” for [removed: further] [added: additional] information.

[removed: (b)Represents] [added: (a)Represents] net income, less (i) earnings allocated to participating share awards of [removed: $56] [added: $57] million, [removed: $20] [added: $56] million and [removed: $47] [added: $20] million for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019,] [added: 2020,] respectively, (ii) dividends on preferred shares of [removed: $71] [added: $57] million, [removed: $79] [added: $71] million and [removed: $81] [added: $79] million for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019,] [added: 2020,] respectively, and (iii) equity-related adjustments of $16 million related to the redemption of preferred shares for the year ended December 31, 2021.

| *(Millions, except percentages)* | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2021] [added: 2022] vs. [removed: 2020] [added: 2021] | | | | | | | | | | | | [removed: 2020] [added: 2021] vs. [removed: 2019] [added: 2020] | | | | | | | | |

| Net card fees [removed: (a)] | | | | | | [removed: 5,195] [added: 6,070] | | | | | | [removed: 4,664] [added: 5,195] | | | | | | [removed: 4,042] [added: 4,664] | | | | | | [removed: 531] [added: 875] | | | | | | [removed: 11] [added: 17] | | | | | | [removed: 622] [added: 531] | | | | | | [removed: 15] [added: 11] | | |

| Total non-interest revenues | | | | | | [removed: 34,630] [added: 42,967] | | | | | | [removed: 28,102] [added: 34,630] | | | | | | [removed: 34,936] [added: 28,102] | | | | | | [removed: 6,528] [added: 8,337] | | | | | | [removed: 23] [added: 24] | | | | | | [removed: (6,834)] [added: 6,528] | | | | | | [removed: (20)] [added: 23] | | |

| Total interest income | | | | | | [removed: 9,033] [added: 12,658] | | | | | | [removed: 10,083] [added: 9,033] | | | | | | [removed: 12,084] [added: 10,083] | | | | | | [removed: (1,050)] [added: 3,625] | | | | | | [removed: (10)] [added: 40] | | | | | | [removed: (2,001)] [added: (1,050)] | | | | | | [removed: (17)] [added: (10)] | | |

- Discount revenue, our largest revenue source, represents the amount we earn and retain from the merchant payable for facilitating transactions between Card Members and merchants on payment products issued by American Express.

- Processed revenue primarily represents revenues related to network partnership agreements, comprising royalties, fees and amounts earned for facilitating transactions on cards issued by network partners.

| Selected Income Statement Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Common Share Statistics (b) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash dividends declared per common share | | | | | | $ | 2.08 | | | | | $ | 1.72 | | | | | $ | 1.72 | | | | | $ | 0.36 | | | | | 21 | | % | | | | $ | — | | | | | — | | % |

| Average common shares outstanding: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | | | | 751 | | | | | | 789 | | | | | | 805 | | | | | | (38) | | | | | | (5) | | % | | | | (16) | | | | | | (2) | | % |

| Diluted | | | | | | 752 | | | | | | 790 | | | | | | 806 | | | | | | (38) | | | | | | (5) | | % | | | | (16) | | | | | | (2) | | % |

| Selected Metrics and Ratios | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Network volumes *(Billions)* | | | | | | $ | 1,552.8 | | | | | $ | 1,284.2 | | | | | $ | 1,037.8 | | | | | $ | 269 | | | | | 21 | | % | | | | $ | 246 | | | | | 24 | | % |

| Common Equity Tier 1 | | | | | | 10.3 | | % | | | | 10.5 | | % | | | | 13.5 | | % | | | | | | | | | | | | | | | | | | | | | | | | |

| Selected Balance Sheet Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash and cash equivalents | | | | | | $ | 33,914 | | | | | $ | 22,028 | | | | | $ | 32,965 | | | | | $ | 11,886 | | | | | 54 | | % | | | | $ | (10,937) | | | | | (33) | | % |

| Card Member receivables | | | | | | 57,613 | | | | | | 53,645 | | | | | | 43,701 | | | | | | 3,968 | | | | | | 7 | | | | | | 9,944 | | | | | | 23 | | |

| Card Member loans | | | | | | 107,964 | | | | | | 88,562 | | | | | | 73,373 | | | | | | 19,402 | | | | | | 22 | | | | | | 15,189 | | | | | | 21 | | |

| Customer deposits | | | | | | 110,239 | | | | | | 84,382 | | | | | | 86,875 | | | | | | 25,857 | | | | | | 31 | | | | | | (2,493) | | | | | | (3) | | |

| Long-term debt | | | | | | $ | 42,573 | | | | | $ | 38,675 | | | | | $ | 42,952 | | | | | $ | 3,898 | | | | | 10 | | % | | | | $ | (4,277) | | | | | (10) | | % |

(b)Our common stock trades principally on The New York Stock Exchange under the trading symbol AXP.

(d)Net interest yield on average Card Member loans reflects adjusted net interest income divided by average Card Member loans, computed on an annualized basis.

Adjusted net interest income and net interest yield on average Card Member loans are non-GAAP measures.

Refer to Table 8 for a reconciliation to Net interest income divided by average Card Member loans.

Our results for the year demonstrate that our growth strategy is working and our business is in an even stronger position today than before the pandemic.

Our investments in product innovation, technology, people and our brand has led to increased generational relevance with Millennial and Gen Z customers, record new card acquisitions, deeper relationships with customers and expanded merchant acceptance.

For 2022, we reported net income of $7.5 billion, or $9.85 per share, compared with net income of $8.1 billion, or $10.02 per share, a year ago.

The reduction in net income reflected credit reserve builds and net losses in our Amex Ventures strategic investment portfolio in the current year compared with sizeable credit reserve releases and significant net gains in our Amex Ventures strategic investment portfolio in the prior year.

Billed business, which represented 86 percent of our total network volumes and is the most significant driver of our financial results, increased 23 percent year-over-year (25 percent on an FX-adjusted basis1), demonstrating our continued ability to acquire, engage and retain high-spending, premium Card Members.

U.S. Consumer billed business grew by 24 percent year-over-year, reflecting continued strength in spending trends from our premium U.S. consumer Card Members.

Billed business in our Commercial Services segment grew by 21 percent on a year-over-year basis, reflecting continued growth from U.S. small and mid-sized enterprise customers, as well as continued steady recovery in spending by our U.S. large and global corporate clients.

International billed business grew by 23 percent year-over-year (36 percent on an FX-adjusted basis1), driven by a strong recovery in spend across both consumer and commercial customers.

T&E spending momentum remained strong throughout the year, while year-over-year Goods & Services spending growth slowed towards the end of the year following the large pandemic recovery growth rates experienced earlier in the year.

Inflation was a modest contributor to our strong billed business growth, while the continuing strengthening of the U.S. dollar, relative to the prior year, against most major currencies in which we operate, had a negative impact on our international billings.

Net interest income increased 28 percent versus the prior year, primarily driven by growth in Card Member loans.

While the rising interest rate environment had a fairly neutral impact on our results for the full year, rising rates did have a modest negative impact on net interest income towards the end of the year.

Card Member loans increased 22 percent year-over-year, with the majority of growth coming from existing Card Members and was driven by ongoing strong growth in billed business, which began to moderate towards the end of the year as we lapped the steep phase of recovery.

Provisions for credit losses increased versus the prior year, reflecting a reserve build of $617 million compared with a reserve release of $2.5 billion in the prior year, and are expected to increase in 2023.

While delinquency and net write-off rates continued to increase throughout the year, these metrics remain strong, supported by the premium nature of our customer base, our risk management capabilities and risk actions we took throughout the year.

1 The foreign currency adjusted information assumes a constant exchange rate between the periods being compared for purposes of currency translation into U.S. dollars (i.e., assumes the foreign exchange rates used to determine results for the current period apply to the corresponding prior year period against which such results are being compared).

FX-adjusted revenues is a non GAAP measure.

We believe the presentation of information on a foreign currency adjusted basis is helpful to investors by making it easier to compare our performance in one period to that of another period without the variability caused by fluctuations in currency exchange rates.

Card Member rewards expense growth was also driven by a larger proportion of billed business in categories that earn incremental rewards such as travel.

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.

- Discount revenue, our largest revenue source, primarily represents the amount we earn on transactions occurring at merchants that have entered into a card acceptance agreement with us, or a Global Network Services (GNS) partner or other third-party merchant acquirer, for facilitating transactions between the merchants and Card Members.

- Other revenue, primarily represents revenues arising from contracts with our GNS 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 GBT), insurance premiums, and prepaid card and Travelers Cheque-related revenue.

[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.

Prior period amounts have been recast to conform with current period presentation.

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.

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.

Billed business, which represented 85 percent of our total network volumes and drives most of our financial results, increased 25 percent and continued to show different paces of recovery for G&S and T&E spend.

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.

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.

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.

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.

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.

These discussions should be read in conjunction with the discussion under “Business Environment,” which contains further information on the COVID-19 pandemic and the related impacts on our results.

(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.

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

| Discount revenue | | | | | | $ | 25,727 | | | | | $ | 20,401 | | | | | $ | 26,167 | | | | | $ | 5,326 | | | | | 26 | | % | | | | $ | (5,766) | | | | | (22) | | % |

| Other fees and commissions | | | | | | 2,392 | | | | | | 2,163 | | | | | | 3,297 | | | | | | 229 | | | | | | 11 | | | | | | (1,134) | | | | | | (34) | | |

| Other | | | | | | 1,316 | | | | | | 874 | | | | | | 1,430 | | | | | | 442 | | | | | | 51 | | | | | | (556) | | | | | | (39) | | |

(a)Effective April 1, 2021, we prospectively changed the recognition of certain costs paid to a third party previously recognized in Net card fees.

Discount revenue increased, primarily driven by an increase in worldwide network volumes of 24 percent, reflecting, in part, the recovery from the adverse impacts of the COVID-19 pandemic in the prior year.

U.S. network volumes increased 27 percent and non-U.S. network volumes increased 17 percent.

The increase in discount revenue was also driven by an increase in the average discount rate, primarily due to a change in the mix of spending driven by increased levels of T&E-related volumes, as compared to the prior year.

American Express is a globally integrated payments [removed: company that provides our] [added: company, providing] customers with access to products, insights and experiences that enrich lives and build business success.

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

We principally engage in businesses comprising [removed: three] [added: four] reportable operating segments: [removed: Global] [added: U.S.] Consumer Services [removed: Group (GCSG), Global] [added: (USCS),] Commercial Services [removed: (GCS)] [added: (CS), International Card Services (ICS)] and Global Merchant and Network Services (GMNS).

Our businesses [removed: are global in scope and] function together to form our end-to-end integrated payments platform, which we believe is a differentiator that underpins our business model.

[removed: ][added: ]

Our integrated payments platform allows us to analyze information on Card Member spending and build algorithms and other analytical tools that we use to underwrite risk, reduce fraud and provide targeted marketing and other information services for merchants and [added: partners and] special offers and services to Card Members, all while respecting Card Member preferences and protecting Card Member and merchant data in compliance with applicable policies and legal requirements.

Our global proprietary card-issuing businesses are conducted through our [removed: GCSG] [added: USCS, CS] and [removed: GCS] [added: ICS] reportable operating segments.

- Using incentives to drive spending on our various card products and [removed: engender loyal Card Members,] [added: increase customer engagement,] including our Membership Rewards® program, cash-back reward [removed: features] [added: features, interest rates offered on deposits] and participation in loyalty programs sponsored by our cobrand and other partners

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

For the year ended December 31, [removed: 2021,] [added: 2022,] worldwide billed business (spending on American Express cards issued by us) was [removed: $1.1 trillion] [added: $1,338 billion] and at December 31, [removed: 2021,] [added: 2022,] we had [removed: 71.4] [added: 76.7] million proprietary cards-in-force worldwide.

For the year ended December 31, [removed: 2021,] [added: 2022,] worldwide network services processed volume (spending on American Express cards issued by third parties) was [removed: $194.4] [added: $214.5] billion and at December 31, [removed: 2021,] [added: 2022,] we had [removed: 50.3] [added: 56.5] million cards-in-force issued by third parties worldwide.

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

[removed: ][added: ]

There are many examples of how we connect partners with our integrated payments platform, including: issuing cards under cobrand arrangements with other corporations and institutions (e.g., Delta Air [removed: Lines,] [added: Lines (Delta),] Marriott International, Hilton Worldwide Holdings and British Airways); offering innovative ways for our Card Members to earn and use points with our merchants (e.g., Pay with Points at Amazon.com); expanding merchant acceptance with third-party acquirers (e.g., OptBlue partners); [added: operating through joint ventures in certain jurisdictions (e.g., in China, the Middle East and Switzerland);] developing new capabilities and features with our digital partners (e.g., [removed: PayPal);] [added: PayPal and i2c);] integrating into the supplier payment processes of our business customers (e.g., [removed: Bill.com, SAP Ariba] [added: BILL, BillTrust] and [removed: Coupa);] [added: Versapay);] and extending the platform into travel services with American Express leisure and business travel (e.g., Fine Hotels and Resorts).

Delta [removed: Air Lines] is our largest strategic partner.

We issue cards under cobrand arrangements with Delta and the Delta cobrand portfolio represented approximately [removed: 9] [added: 10] percent of worldwide network volumes and approximately 21 percent of worldwide Card Member loans as of December 31, [removed: 2021.][added: 2022.]

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

Third, we are focused on strengthening our [removed: global] [added: global, integrated] network [removed: to provide unique value] by continuing to [removed: help] [added: increase merchant acceptance, providing] merchants [removed: navigate the convergence of online and offline commerce] with fraud protection services, marketing insights and [removed: digital] connections to higher-spending Card Members and [removed: continuing to work] [added: working] with our network partners to offer expanded products and services.

[removed: The] [added: Finally, the] Building Financial Confidence pillar seeks to provide responsible, secure and transparent products and services to help people and businesses build financial resilience.

[removed: Finally, the] [added: 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.

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

| We Respect People | | | | | | We Support [removed: Our] Communities | | |

As of December 31, [removed: 2021,] [added: 2022,] we employed approximately [removed: 64,000] [added: 77,300] people, whom we refer to as colleagues, with approximately [removed: 22,000] [added: 26,000] colleagues in the United States and approximately [removed: 42,000] [added: 51,300] colleagues outside the United States.

[removed: To attract and retain the best talent, we] [added: 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, [removed: mentoring,] [added: mentoring] and professional networking; rotation opportunities; virtual learning sessions; and formal classroom instruction.

[removed: We] [added: The health and wellness of our colleagues continue to be priorities for us and we] take a holistic approach to well-being, providing resources that address the physical, financial and [removed: emotional] [added: mental] health of our colleagues.

We conduct an annual Colleague Experience Survey to better understand our colleagues’ needs and overall experience at American Express and in [removed: 2021, 90] [added: 2022, 92] percent of colleagues who participated in the survey said they would recommend American Express as a great place to work.

Our [removed: 2021] [added: 2022] annual company scorecard included talent [removed: retention] [added: retention, colleague engagement] and diversity representation [removed: goals to increase minority and women representation and retain our key talent.][added: goals.]

As of December 31, [removed: 2021,] [added: 2022,] women represented [removed: 52.9] [added: 53.7] percent of our global workforce and Asian, Black/African American and Hispanic/Latinx people represented [removed: 19.5] [added: 18.7] percent, [removed: 13.3] [added: 17.9] percent and [removed: 13.8] [added: 14.2] percent, respectively, of our U.S. workforce based on preliminary data for our [removed: 2021] [added: 2022] U.S. EEO-1 submission.

We regularly review our compensation practices to ensure colleagues in the same job, level and location are compensated fairly regardless of gender globally, and [added: regardless of] race and ethnicity in the United States.

After making these adjustments, we believe we maintained 100 percent pay equity in [removed: 2021] [added: 2022] 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: 11, 2022,] [added: 10, 2023,] including each executive officer’s principal occupation and employment during the past five years and reflecting recent organizational changes.

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

| Mr. Buckminster [removed: (61)] [added: (62)] has been Vice Chairman since April [removed: 2021 and] [added: 2021. Prior thereto, he had been] Group President, Global Consumer Services Group since February [removed: 2018. Prior thereto, he had been] [added: 2018 and] President, Global Consumer Services Group [removed: since] [added: from] October [removed: 2015.] [added: 2015 to February 2018.] | | | | | |

| Mr. Campbell [removed: (61)] [added: (62)] has been Vice Chairman since April 2021 and Chief Financial Officer since August 2013. | | | | | |

| Ms. Herena [removed: (50)] [added: (51)] 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: (56)] [added: (57)] has been Group President, Global Merchant and Network Services since April 2021. Prior thereto, he had been 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 from February 2018 to September 2019 and as Executive Vice President, Global Servicing Network from February 2016 to February 2018. | | | | | |

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

| Ms. Marrs [removed: (48)] [added: (49)] has been Group President, [removed: Global] Commercial Services and Credit & Fraud Risk since April 2021. Prior thereto, she had been President, [removed: 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 2016. | | | | | |

| Mr. Nigro [removed: (60)] [added: (61)] 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. | | | | | |

We have also introduced new adjacent products that complement our existing products, such as our business checking and consumer rewards checking account products and new digital capabilities, which in part result from our acquisitions of Kabbage, Resy and acompay.

Additionally, we have evolved our card issuing businesses by bringing together our consumer, SME and large commercial issuing activities outside of the United States into a new ICS organization to enable a greater focus on local priorities.

Jurisdictions that represent a significant portion of our billed business outside of the United States include the United Kingdom (UK), the European Union (EU), Australia, Japan, Canada and Mexico.

We also seek to drive greater usage of the American Express network by deepening merchant engagement and increasing Card Member awareness through initiatives such as our Shop Small campaigns and deploying new payment options such as debit and B2B capabilities.

We also have a significant ownership position in, and extensive commercial arrangements with, Global Business Travel Group, Inc. (GBTG), which provides business travel-related services.

Finally, we want to continue to build on our unique global position, seeking ways to use our differentiated business model and global presence as we progress against our other strategic imperatives.

We previously had as a strategic imperative to make American Express an essential part of our customers’ digital lives, which we believe has become embedded in our company and is inherent in the work we do in furtherance of our strategic imperatives.

We are focused on our culture built on supportive relationships and an inclusive workplace, where colleagues can feel welcome and heard, and are provided with opportunities to grow and thrive.

| We Do What's Right | | | | | | We Embrace Diversity | | |

| We Back Our Customers | | | | | | We Stand for Equity and Inclusion | | |

| We Make It Great | | | | | | We Win as A Team | | |

We added colleagues in 2022 to support our strong business growth.

To attract and retain the best talent, we strive to offer a compelling value proposition to our colleagues, including competitive compensation and leading benefits.

Throughout 2022, we launched Amex Flex across our offices, where, depending on role and business needs, colleagues can work in the office, at home or take a hybrid approach that combines both.

This approach is designed to enable us to both broaden the talent pool from which we can attract candidates and increase colleague retention.

As of December 31, 2022, 52 percent of our Executive Committee were women or from diverse races and ethnic backgrounds (based on self-identified characteristics).

| HOWARD GROSFIELD — | | | President, U.S. Consumer Services | | |

| Mr. Grosfield (54) has been President, U.S. Consumer Services since May 2022. Prior thereto, he had been Executive Vice President and General Manager of U.S. Consumer Marketing and Global Premium Services since February 2021 and Executive Vice President and General Manager of U.S. Consumer Marketing Services from January 2016 to February 2021. | | | | | |

| RAFAEL MARQUEZ— | | | President, International Card Services | | |

| Mr. Marquez (51) has been President, International Card Services since May 2022. Prior thereto, he had been President, International Consumer Services and Global Loyalty Coalition since September 2019 and Executive Vice President of International Consumer Services Europe, Joint Ventures EMEA and International Member Engagement from November 2015 to September 2019. | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

Policymakers around the world continue to propose and adopt new laws and regulations governing a wide variety of issues that may impact our business or change our operating environment in substantial and unpredictable ways.

For purposes of this Supervision and Regulation section, the “Company” refers only to American Express Company, a bank holding company, and does not include its subsidiaries.

activities permitted to financial holding companies or divest AENB.

In September 2022, federal banking regulators announced that they are reaffirming their commitment to implement enhanced regulatory capital requirements that align with the standards issued by the Basel Committee in December 2017 and that they are developing a joint proposed rule for issuance.

As of January 1, 2023, the Company has phased in 50 percent of such amount.

AENB submitted its most recent resolution plan in December 2022, as required.

In May 2022, the federal banking agencies issued a joint notice of proposed rulemaking proposing revisions to the CRA regulations, including with respect to the delineation of assessment areas, the overall evaluation framework and performance standards and metrics, the definition of community development activities and data collection and reporting.

On March 30, 2022 and December 2, 2022, the FDIC and the Federal Reserve, respectively, also issued for public comment substantially similar sets of draft principles targeted at financial institutions with total consolidated assets of more than $100 billion subject to their respective supervision, including, with respect to the Federal Reserve, the Company.

Our consumer-oriented activities are subject to regulation and supervision in the United States and internationally.

On February 1, 2023, the CFPB issued a proposed rule to lower the safe harbor amount that would be considered, by regulation, to be “reasonable and proportional” to the costs incurred by credit card issuers for late payments.

The proposed rule would also eliminate the annual inflation adjustment for such safe harbor amount and prohibit late fee amounts above 25 percent of the consumer's required minimum payment.

The rule proposal, if adopted, is not expected to become effective before 2024.

See “*Our business is subject to comprehensive government regulation and supervision, which could materially adversely affect our results of operations and financial condition*” under “Risk Factors.”

Effective October 6, 2022, merchants in Canada (other than in Quebec) are now permitted to surcharge credit card purchases up to a maximum of 2.4 percent as a result of a litigation settlement with Visa and Mastercard.

In 2021, it imposed restrictions on American Express Banking Corp. from engaging in certain card issuing activities in India, which were lifted in August 2022 following significant investment in technology, infrastructure and resources to comply with the regulation.

In October 2022, an Executive Order was signed that, together with regulations issued by the U.S. Department of Justice, would implement a new data privacy framework for cross border transfers of EU personal data to the United States.

*Anti-Money Laundering and Countering the Financing of Terrorism*

While our business was significantly impacted by the COVID-19 pandemic in 2020, we believe our growth momentum through 2021 strengthens our focus on our strategic imperatives and the resilience of our differentiated business model.

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

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

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.

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.

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.

Finally, we want to continue to make American Express an essential part of our customers’ digital lives by developing more digital features, solutions and services, expanding our digital partnerships and making targeted acquisitions.

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

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

| We Back Our Customers | | | | | | We Embrace Diversity | | |

| We Make It Great | | | | | | We Stand for Inclusion | | |

| We Do What's Right | | | | | | We Win as A Team | | |

Throughout the pandemic, one of our top priorities has been to ensure our colleagues have the flexibility and resources they need to stay safe, healthy and productive.

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.

Therefore, the Company began phasing in the cumulative amount that is not recognized in regulatory capital at 25 percent per year beginning January 1, 2022.

Due to the economic uncertainty related to the pandemic, the Federal Reserve prohibited share repurchases in the third and fourth quarters of 2020 for all bank holding companies participating in CCAR, but allowed them to pay common stock dividends provided (a) they did not increase the amount of the dividend and (b) the dividends did not exceed the average of a firm’s net income for the four preceding calendar quarters.

During the first and second quarters of 2021, the Federal Reserve allowed bank holding companies participating in CCAR to repurchase common stock and pay common stock dividends provided (a) the repurchases and dividends, in the aggregate, did not exceed the average of a firm’s net income for the four preceding calendar quarters and (b) the firm did not increase the amount of its common stock dividends beyond the level paid in the second quarter of 2020.

The Federal Reserve also permitted stock repurchases equal to the amount of share issuances related to expensed employee compensation.

These capital distribution restrictions ceased to apply on July 1, 2021.

For additional information regarding our capital distributions, see “Consolidated Capital Resources and Liquidity” under “MD&A.”

In December 2020, the FDIC issued a final rule intended to update and modernize the FDIC’s brokered deposit regulations.

Effective April 1, 2021, the final rule, among other things, expanded the definition of “deposit broker” and updated the interest rate restrictions for less than well capitalized banks.

The FDIC issued an Advance Notice of Proposed Rulemaking on potential revisions to this separate resolution plan requirement for insured depository institutions in April 2019 and temporarily suspended resolution planning requirements for insured depository institutions.

In January 2021, the FDIC lifted the moratorium on resolution plan submissions for insured depository institutions with $100 billion or more in assets, including AENB.

Among other things, the modified approach (i) extends the resolution plan’s submission frequency to a three-year cycle; (ii) lays out new details regarding the FDIC’s emphasis on engagement with firms; and (iii) exempts filers from other content requirements that the FDIC has determined have been less useful or are obtainable through other supervisory channels.

In May 2020, the OCC issued a final rule intended to (i) clarify which activities qualify for CRA credit; (ii) update where activities count for CRA credit; and (iii) change the methods for CRA measurement, data collection, recordkeeping and reporting for national banks and federal savings associations.

Effective January 1, 2022, that final rule was rescinded and replaced with a rule based on the rules adopted jointly by the federal banking agencies in 1995, as amended.

This action was intended to promote consistency for all insured depository institutions while the agencies continue their ongoing work to modernize the CRA framework on an interagency basis.

For example, on October 21, 2021, the Financial Stability Oversight Council (FSOC) issued its Report on Climate-Related Financial Risk, which contains 35 recommendations for FSOC’s member agencies and serves as a framework for next steps.

On November 30, 2021, the CFPB’s final rule that sets forth additional requirements for third-party debt collection agencies, which we use in the ordinary course of business, became effective.

See “*We are exposed to credit risk and trends that affect Card Member spending and the ability of customers and partners to pay us, which could have a material adverse effect on our results of operations and financial condition*” under “Risk Factors” for potential impacts related to legal and regulatory changes on our ability to collect amounts owed to us.

On April 23, 2021, the Reserve Bank of India imposed restrictions on the ability of American Express Banking Corp. to engage in certain card issuing activities in India from May 1, 2021 until it complies with a regulation requiring storage of payment transaction data exclusively in India.

This order does not impact existing customers.

We are working towards complying with the regulation.

Governments in some countries also provide resources or protection to select domestic payment card networks.

| | | | For the fiscal year ended December 31, [removed: 2021] [added: 2022] | | |

[removed: ][added: ]

As of June 30, [removed: 2021,] [added: 2022,] the aggregate market value of the registrant’s voting shares held by non-affiliates of the registrant was approximately [removed: $131.1] [added: $104.0] billion based on the closing sale price as reported on the New York Stock Exchange.

As of February [removed: 3, 2022,] [added: 2, 2023,] there were [removed: 759,354,994] [added: 744,192,702] 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: 3, 2022.][added: 2, 2023.]

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| [removed: [9.](#iaa4de6fda6f44f56a82a58e967d731f5_217)] [added: [9.](#i4140b7384f144babad4af1bf077b1b06_226)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#iaa4de6fda6f44f56a82a58e967d731f5_217)] [added: Disclosure](#i4140b7384f144babad4af1bf077b1b06_226)] | | | [removed: [154](#iaa4de6fda6f44f56a82a58e967d731f5_217)] [added: [155](#i4140b7384f144babad4af1bf077b1b06_226)] | | |

| [removed: [9A.](#iaa4de6fda6f44f56a82a58e967d731f5_220)] [added: [9A.](#i4140b7384f144babad4af1bf077b1b06_229)] | | | [Controls and [removed: Procedures](#iaa4de6fda6f44f56a82a58e967d731f5_220)] [added: Procedures](#i4140b7384f144babad4af1bf077b1b06_229)] | | | [removed: [154](#iaa4de6fda6f44f56a82a58e967d731f5_220)] [added: [155](#i4140b7384f144babad4af1bf077b1b06_229)] | | |

| 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#iaa4de6fda6f44f56a82a58e967d731f5_2325)] [added: Inspections](#i4140b7384f144babad4af1bf077b1b06_235)] | | | [removed: [154](#iaa4de6fda6f44f56a82a58e967d731f5_2325)] [added: [155](#i4140b7384f144babad4af1bf077b1b06_235)] | | |

| [removed: [10.](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: [10.](#i4140b7384f144babad4af1bf077b1b06_241)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: Governance](#i4140b7384f144babad4af1bf077b1b06_241)] | | | [removed: [155](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: [156](#i4140b7384f144babad4af1bf077b1b06_241)] | | |

| [removed: [12.](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: [12.](#i4140b7384f144babad4af1bf077b1b06_241)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: Matters](#i4140b7384f144babad4af1bf077b1b06_241)] | | | [removed: [155](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: [156](#i4140b7384f144babad4af1bf077b1b06_241)] | | |

| [removed: [13.](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: [13.](#i4140b7384f144babad4af1bf077b1b06_241)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: Independence](#i4140b7384f144babad4af1bf077b1b06_241)] | | | [removed: [155](#iaa4de6fda6f44f56a82a58e967d731f5_229)] [added: [156](#i4140b7384f144babad4af1bf077b1b06_241)] | | |

| [removed: [14.](#iaa4de6fda6f44f56a82a58e967d731f5_232)] [added: [14.](#i4140b7384f144babad4af1bf077b1b06_244)] | | | [Principal [removed: Account](#iaa4de6fda6f44f56a82a58e967d731f5_232)[ant](#iaa4de6fda6f44f56a82a58e967d731f5_232)] [added: Account](#i4140b7384f144babad4af1bf077b1b06_244)[ant](#i4140b7384f144babad4af1bf077b1b06_244)] [Fees and [removed: Services](#iaa4de6fda6f44f56a82a58e967d731f5_232)] [added: Services](#i4140b7384f144babad4af1bf077b1b06_244)] | | | [removed: [156](#iaa4de6fda6f44f56a82a58e967d731f5_232)] [added: [157](#i4140b7384f144babad4af1bf077b1b06_244)] | | |

| [removed: [15.](#iaa4de6fda6f44f56a82a58e967d731f5_238)] [added: [15.](#i4140b7384f144babad4af1bf077b1b06_250)] | | | [removed: [Exhibit](#iaa4de6fda6f44f56a82a58e967d731f5_238) [and](#iaa4de6fda6f44f56a82a58e967d731f5_238)] [added: [Exhibit](#i4140b7384f144babad4af1bf077b1b06_250) [and](#i4140b7384f144babad4af1bf077b1b06_250)] [Financial Statement [removed: Schedules](#iaa4de6fda6f44f56a82a58e967d731f5_238)] [added: Schedules](#i4140b7384f144babad4af1bf077b1b06_250)] | | | [removed: [157](#iaa4de6fda6f44f56a82a58e967d731f5_238)] [added: [158](#i4140b7384f144babad4af1bf077b1b06_250)] | | |

| [removed: [16.](#iaa4de6fda6f44f56a82a58e967d731f5_244)] [added: [16.](#i4140b7384f144babad4af1bf077b1b06_256)] | | | [Form 10-K [removed: Summary](#iaa4de6fda6f44f56a82a58e967d731f5_244)] [added: Summary](#i4140b7384f144babad4af1bf077b1b06_256)] | | | [removed: [163](#iaa4de6fda6f44f56a82a58e967d731f5_244)] [added: [163](#i4140b7384f144babad4af1bf077b1b06_256)] | | |

| | | | [Statistical Disclosure by Bank Holding [removed: Companies](#iaa4de6fda6f44f56a82a58e967d731f5_250)] [added: Companies](#i4140b7384f144babad4af1bf077b1b06_262)] | | | [removed: [A-](#iaa4de6fda6f44f56a82a58e967d731f5_250)[1](#iaa4de6fda6f44f56a82a58e967d731f5_250)] [added: [A-](#i4140b7384f144babad4af1bf077b1b06_262)[1](#i4140b7384f144babad4af1bf077b1b06_262)] | | |

You can identify forward-looking statements by words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “aim,” “will,” “may,” “should,” “could,” “would,” “likely,” “estimate,” [removed: “predict,”] “potential,” “continue” or other similar expressions.

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b).

| | | | [PART I](#i4140b7384f144babad4af1bf077b1b06_16) | | | | | |

| [1.](#i4140b7384f144babad4af1bf077b1b06_19) | | | [Business](#i4140b7384f144babad4af1bf077b1b06_19) | | | [1](#i4140b7384f144babad4af1bf077b1b06_19) | | |

| | | | [Competition](#i4140b7384f144babad4af1bf077b1b06_31) | | | [9](#i4140b7384f144babad4af1bf077b1b06_31) | | |

| [2.](#i4140b7384f144babad4af1bf077b1b06_49) | | | [Properties](#i4140b7384f144babad4af1bf077b1b06_49) | | | [37](#i4140b7384f144babad4af1bf077b1b06_49) | | |

| | | | [PART II](#i4140b7384f144babad4af1bf077b1b06_58) | | | | | |

| [6.](#i4140b7384f144babad4af1bf077b1b06_70) | | | [\[Reserved\]](#i4140b7384f144babad4af1bf077b1b06_67) | | | [39](#i4140b7384f144babad4af1bf077b1b06_67) | | |

| [9B.](#i4140b7384f144babad4af1bf077b1b06_232) | | | [Other Information](#i4140b7384f144babad4af1bf077b1b06_232) | | | [155](#i4140b7384f144babad4af1bf077b1b06_232) | | |

| | | | [PART III](#i4140b7384f144babad4af1bf077b1b06_238) | | | | | |

| [11.](#i4140b7384f144babad4af1bf077b1b06_241) | | | [Executive Compensation](#i4140b7384f144babad4af1bf077b1b06_241) | | | [156](#i4140b7384f144babad4af1bf077b1b06_241) | | |

| | | | [PART IV](#i4140b7384f144babad4af1bf077b1b06_247) | | | | | |

| | | | [Signatures](#i4140b7384f144babad4af1bf077b1b06_259) | | | [164](#i4140b7384f144babad4af1bf077b1b06_259) | | |

[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) | | |

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

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

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

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

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

As of December 31, [removed: 2021,] [added: 2022,] we had [removed: 18,626] [added: 18,060] common shareholders of record.

You can find dividend information concerning our common stock in our Consolidated Statements of Shareholders' Equity in our “Consolidated Financial 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: 2022] [added: 2023] proxy statement for our Annual Meeting of Shareholders, which is scheduled to be held on May [removed: 3, 2022.][added: 2, 2023.]

Our definitive [removed: 2022] [added: 2023] proxy statement for our Annual Meeting of Shareholders is expected to be filed with the SEC in March [removed: 2022] [added: 2023] (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: 2016,] [added: 2017,] including the reinvestment of all dividends.

[removed: ][added: ]

| Year-end Data | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |

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: 2021.][added: 2022.]

| Employee transactions(b) | | | | | | [removed: 40] [added: 2] | | | | | | $ | [removed: 171.95] [added: 154.75] | | | | | N/A | | | | | | N/A | | |

| American Express | | | | | | $ | 100.00 | | | | | $ | 97.37 | | | | | $ | 129.04 | | | | | $ | 127.55 | | | | | $ | 174.60 | | | | | $ | 159.71 | |

| S&P 500 Index | | | | | | $ | 100.00 | | | | | $ | 95.61 | | | | | $ | 125.70 | | | | | $ | 148.81 | | | | | $ | 191.48 | | | | | $ | 156.77 | |

| S&P Financial Index | | | | | | $ | 100.00 | | | | | $ | 86.96 | | | | | $ | 114.87 | | | | | $ | 112.85 | | | | | $ | 152.20 | | | | | $ | 136.11 | |

| October 1-31, 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | — | | | | | | $ | — | | | | | — | | | | | | 40,583,942 | | |

| November 1-30, 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | 3,228,300 | | | | | | $ | 152.38 | | | | | 3,228,300 | | | | | | 37,355,642 | | |

| Employee transactions(b) | | | | | | 7,572 | | | | | | $ | 150.44 | | | | | N/A | | | | | | N/A | | |

| December 1-31, 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchase program(a) | | | | | | 941,184 | | | | | | $ | 156.27 | | | | | 941,184 | | | | | | 36,414,458 | | |

| Repurchase program(a) | | | | | | 4,169,484 | | | | | | $ | 153.26 | | | | | 4,169,484 | | | | | | 36,414,458 | | |

| Employee transactions(b) | | | | | | 7,574 | | | | | | $ | 150.44 | | | | | N/A | | | | | | N/A | | |

| 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 | | |

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

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2021.][added: 2022.]

Based on management’s assessment and those criteria, we conclude that, as of December 31, [removed: 2021,] [added: 2022,] 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: 2021.][added: 2022.]

We have audited the accompanying consolidated balance sheets of American Express Company and its subsidiaries (the “Company”) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] 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: 2021,] [added: 2022,] 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: 2021,] [added: 2022,] 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: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021] [added: 2022] 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: 2021,] [added: 2022,] 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: $3.3] [added: $3.7] billion as of December 31, [removed: 2021.][added: 2022.]

The Membership Rewards liability was [removed: $11.4] [added: $12.8] billion as of December 31, [removed: 2021.][added: 2022.]

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 audit evidence relating to the models, significant inputs and assumptions used by [removed: management,] [added: management and] (ii) the audit effort involved the use of professionals with specialized skill and [removed: 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 audit evidence relating to the methodology.][added: knowledge.]

These procedures also included, among others, (i) testing the completeness and accuracy of significant inputs to the statistical and actuarial models used to estimate the URR assumption, including redemption trends, card product type, enrollment tenure, and card spend levels, (ii) the involvement of professionals with specialized skill and knowledge to assist in developing an independent estimate of the URR assumption and comparing the independent estimate to management’s assumption to evaluate its [removed: reasonableness, (iii) evaluating management’s methodology for determining the WAC assumption] [added: reasonableness] and [removed: (iv)] [added: (iii)] comparing our independently calculated Membership Rewards liability to management’s estimate.

| [CONSOLIDATED FINANCIAL [removed: STATEMENTS](#iaa4de6fda6f44f56a82a58e967d731f5_112)] [added: STATEMENTS](#i4140b7384f144babad4af1bf077b1b06_118)] | | | PAGE | | |

| [Consolidated Statements of Income – For the Years Ended December 31, [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_112)[2](#iaa4de6fda6f44f56a82a58e967d731f5_112)[1](#iaa4de6fda6f44f56a82a58e967d731f5_112)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_112)[20](#iaa4de6fda6f44f56a82a58e967d731f5_112)] [added: 20](#i4140b7384f144babad4af1bf077b1b06_118)[2](#i4140b7384f144babad4af1bf077b1b06_118)[2](#i4140b7384f144babad4af1bf077b1b06_118)[, 20](#i4140b7384f144babad4af1bf077b1b06_118)[2](#i4140b7384f144babad4af1bf077b1b06_118)[1](#i4140b7384f144babad4af1bf077b1b06_118)] [and [removed: 201](#iaa4de6fda6f44f56a82a58e967d731f5_112)9] [added: 20](#i4140b7384f144babad4af1bf077b1b06_118)20] | | | [removed: [92](#iaa4de6fda6f44f56a82a58e967d731f5_112)] [added: [93](#i4140b7384f144babad4af1bf077b1b06_118)] | | |

| [Consolidated Statements of Comprehensive Income – For the Years Ended December 31, [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_115)[2](#iaa4de6fda6f44f56a82a58e967d731f5_115)[1](#iaa4de6fda6f44f56a82a58e967d731f5_115)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_115)[20](#iaa4de6fda6f44f56a82a58e967d731f5_115)] [added: 20](#i4140b7384f144babad4af1bf077b1b06_121)[2](#i4140b7384f144babad4af1bf077b1b06_121)[2](#i4140b7384f144babad4af1bf077b1b06_121)[, 20](#i4140b7384f144babad4af1bf077b1b06_121)[2](#i4140b7384f144babad4af1bf077b1b06_121)[1](#i4140b7384f144babad4af1bf077b1b06_121)] [and [removed: 201](#iaa4de6fda6f44f56a82a58e967d731f5_115)9] [added: 20](#i4140b7384f144babad4af1bf077b1b06_121)20] | | | [removed: [93](#iaa4de6fda6f44f56a82a58e967d731f5_115)] [added: [94](#i4140b7384f144babad4af1bf077b1b06_121)] | | |

| [Consolidated Balance Sheets – December 31, [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_118)[2](#iaa4de6fda6f44f56a82a58e967d731f5_118)[1](#iaa4de6fda6f44f56a82a58e967d731f5_118)] [added: 20](#i4140b7384f144babad4af1bf077b1b06_124)[2](#i4140b7384f144babad4af1bf077b1b06_124)[2](#i4140b7384f144babad4af1bf077b1b06_124)] [and [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_118)20] [added: 20](#i4140b7384f144babad4af1bf077b1b06_124)21] | | | [removed: [94](#iaa4de6fda6f44f56a82a58e967d731f5_118)] [added: [95](#i4140b7384f144babad4af1bf077b1b06_124)] | | |

| [Consolidated Statements of Cash Flows – For the Years Ended December 31, [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_124)[2](#iaa4de6fda6f44f56a82a58e967d731f5_124)[1](#iaa4de6fda6f44f56a82a58e967d731f5_124)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_124)[20](#iaa4de6fda6f44f56a82a58e967d731f5_124)] [added: 20](#i4140b7384f144babad4af1bf077b1b06_130)[2](#i4140b7384f144babad4af1bf077b1b06_130)[2](#i4140b7384f144babad4af1bf077b1b06_130)[, 20](#i4140b7384f144babad4af1bf077b1b06_130)[2](#i4140b7384f144babad4af1bf077b1b06_130)[1](#i4140b7384f144babad4af1bf077b1b06_130)] [and [removed: 201](#iaa4de6fda6f44f56a82a58e967d731f5_124)9] [added: 20](#i4140b7384f144babad4af1bf077b1b06_130)20] | | | [removed: [95](#iaa4de6fda6f44f56a82a58e967d731f5_124)] [added: [96](#i4140b7384f144babad4af1bf077b1b06_130)] | | |

| [Consolidated Statements of Shareholders’ Equity – For the Years Ended December 31, [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_127)[2](#iaa4de6fda6f44f56a82a58e967d731f5_127)[1](#iaa4de6fda6f44f56a82a58e967d731f5_127)[, 20](#iaa4de6fda6f44f56a82a58e967d731f5_127)[20](#iaa4de6fda6f44f56a82a58e967d731f5_127)] [added: 202](#i4140b7384f144babad4af1bf077b1b06_133)[2](#i4140b7384f144babad4af1bf077b1b06_133)[, 202](#i4140b7384f144babad4af1bf077b1b06_133)[1](#i4140b7384f144babad4af1bf077b1b06_133)] [and [removed: 20](#iaa4de6fda6f44f56a82a58e967d731f5_127)[20](#iaa4de6fda6f44f56a82a58e967d731f5_127)] [added: 20](#i4140b7384f144babad4af1bf077b1b06_133)[20](#i4140b7384f144babad4af1bf077b1b06_133)] | | | [removed: [96](#iaa4de6fda6f44f56a82a58e967d731f5_127)] [added: [97](#i4140b7384f144babad4af1bf077b1b06_133)] | | |

| [NOTES TO CONSOLIDATED FINANCIAL [removed: STATEMENTS](#iaa4de6fda6f44f56a82a58e967d731f5_130)] [added: STATEMENTS](#i4140b7384f144babad4af1bf077b1b06_136)] | | | [removed: [97](#iaa4de6fda6f44f56a82a58e967d731f5_130)] [added: [98](#i4140b7384f144babad4af1bf077b1b06_136)] | | |

| [Note 1 – Summary of Significant Accounting [removed: Policies](#iaa4de6fda6f44f56a82a58e967d731f5_133)] [added: Policies](#i4140b7384f144babad4af1bf077b1b06_139)] | | | [removed: [97](#iaa4de6fda6f44f56a82a58e967d731f5_133)] [added: [98](#i4140b7384f144babad4af1bf077b1b06_139)] | | |

| [Note 2 – Loans and Card Member [removed: Receivables](#iaa4de6fda6f44f56a82a58e967d731f5_136)] [added: Receivables](#i4140b7384f144babad4af1bf077b1b06_142)] | | | [removed: [103](#iaa4de6fda6f44f56a82a58e967d731f5_136)] [added: [104](#i4140b7384f144babad4af1bf077b1b06_142)] | | |

| [Note 3 – Reserves for Credit [removed: Losses](#iaa4de6fda6f44f56a82a58e967d731f5_139)] [added: Losses](#i4140b7384f144babad4af1bf077b1b06_145)] | | | [removed: [111](#iaa4de6fda6f44f56a82a58e967d731f5_139)] [added: [112](#i4140b7384f144babad4af1bf077b1b06_145)] | | |

| [Note [removed: 1](#iaa4de6fda6f44f56a82a58e967d731f5_166)[2](#iaa4de6fda6f44f56a82a58e967d731f5_166)] [added: 1](#i4140b7384f144babad4af1bf077b1b06_175)[2](#i4140b7384f144babad4af1bf077b1b06_175)] [– Contingencies and [removed: Commitments](#iaa4de6fda6f44f56a82a58e967d731f5_166)] [added: Commitments](#i4140b7384f144babad4af1bf077b1b06_175)] | | | [removed: [127](#iaa4de6fda6f44f56a82a58e967d731f5_166)] [added: [128](#i4140b7384f144babad4af1bf077b1b06_175)] | | |

| [Note [removed: 1](#iaa4de6fda6f44f56a82a58e967d731f5_172)[3](#iaa4de6fda6f44f56a82a58e967d731f5_172)] [added: 1](#i4140b7384f144babad4af1bf077b1b06_178)[3](#i4140b7384f144babad4af1bf077b1b06_178)] [– Derivatives and Hedging [removed: Activities](#iaa4de6fda6f44f56a82a58e967d731f5_172)] [added: Activities](#i4140b7384f144babad4af1bf077b1b06_178)] | | | [removed: [130](#iaa4de6fda6f44f56a82a58e967d731f5_172)] [added: [131](#i4140b7384f144babad4af1bf077b1b06_178)] | | |

| [Note [removed: 1](#iaa4de6fda6f44f56a82a58e967d731f5_181)[6](#iaa4de6fda6f44f56a82a58e967d731f5_181)] [added: 1](#i4140b7384f144babad4af1bf077b1b06_187)[6](#i4140b7384f144babad4af1bf077b1b06_187)] [– Common and Preferred [removed: Shares](#iaa4de6fda6f44f56a82a58e967d731f5_181)] [added: Shares](#i4140b7384f144babad4af1bf077b1b06_187)] | | | [removed: [138](#iaa4de6fda6f44f56a82a58e967d731f5_181)] [added: [139](#i4140b7384f144babad4af1bf077b1b06_187)] | | |

| [Note [removed: 1](#iaa4de6fda6f44f56a82a58e967d731f5_187)[7](#iaa4de6fda6f44f56a82a58e967d731f5_187) [–] [added: 17 –] Changes in Accumulated Other Comprehensive [removed: Income](#iaa4de6fda6f44f56a82a58e967d731f5_187) [(Loss)](#iaa4de6fda6f44f56a82a58e967d731f5_187)] [added: Income](#i4140b7384f144babad4af1bf077b1b06_193) [(Loss)](#i4140b7384f144babad4af1bf077b1b06_193)] | | | [removed: [140](#iaa4de6fda6f44f56a82a58e967d731f5_187)] [added: [141](#i4140b7384f144babad4af1bf077b1b06_193)] | | |

| [Note [removed: 2](#iaa4de6fda6f44f56a82a58e967d731f5_199)[1](#iaa4de6fda6f44f56a82a58e967d731f5_199) [–] [added: 21 –] Earnings Per Common [removed: Share](#iaa4de6fda6f44f56a82a58e967d731f5_199) [(EPS)](#iaa4de6fda6f44f56a82a58e967d731f5_199)] [added: Share](#i4140b7384f144babad4af1bf077b1b06_208) [(EPS)](#i4140b7384f144babad4af1bf077b1b06_208)] | | | [removed: [145](#iaa4de6fda6f44f56a82a58e967d731f5_199)] [added: [146](#i4140b7384f144babad4af1bf077b1b06_208)] | | |

| [Note [removed: 2](#iaa4de6fda6f44f56a82a58e967d731f5_202)[2](#iaa4de6fda6f44f56a82a58e967d731f5_202)] [added: 2](#i4140b7384f144babad4af1bf077b1b06_211)[2](#i4140b7384f144babad4af1bf077b1b06_211)] [– Regulatory Matters and Capital [removed: Adequacy](#iaa4de6fda6f44f56a82a58e967d731f5_202)] [added: Adequacy](#i4140b7384f144babad4af1bf077b1b06_211)] | | | [removed: [146](#iaa4de6fda6f44f56a82a58e967d731f5_202)] [added: [147](#i4140b7384f144babad4af1bf077b1b06_211)] | | |

| [Note [removed: 2](#iaa4de6fda6f44f56a82a58e967d731f5_205)[3](#iaa4de6fda6f44f56a82a58e967d731f5_205)] [added: 2](#i4140b7384f144babad4af1bf077b1b06_214)[3](#i4140b7384f144babad4af1bf077b1b06_214)] [– Significant Credit [removed: Concentrations](#iaa4de6fda6f44f56a82a58e967d731f5_205)] [added: Concentrations](#i4140b7384f144babad4af1bf077b1b06_214)] | | | [removed: [148](#iaa4de6fda6f44f56a82a58e967d731f5_205)] [added: [149](#i4140b7384f144babad4af1bf077b1b06_214)] | | |

| [Note [removed: 2](#iaa4de6fda6f44f56a82a58e967d731f5_208)[4](#iaa4de6fda6f44f56a82a58e967d731f5_208)] [added: 2](#i4140b7384f144babad4af1bf077b1b06_217)[4](#i4140b7384f144babad4af1bf077b1b06_217)] [– Reportable Operating Segments and Geographic [removed: Operations](#iaa4de6fda6f44f56a82a58e967d731f5_208)] [added: Operations](#i4140b7384f144babad4af1bf077b1b06_217)] | | | [removed: [149](#iaa4de6fda6f44f56a82a58e967d731f5_208)] [added: [150](#i4140b7384f144babad4af1bf077b1b06_217)] | | |

| Year Ended December 31 *(Millions, except per share amounts)* | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Net card fees | | | | | | [removed: 5,195] [added: 6,070] | | | | | | [removed: 4,664] [added: 5,195] | | | | | | [removed: 4,042] [added: 4,664] | | |

| Total non-interest revenues | | | | | | [removed: 34,630] [added: 42,967] | | | | | | [removed: 28,102] [added: 34,630] | | | | | | [removed: 34,936] [added: 28,102] | | |

| Interest on loans | | | | | | [removed: 8,850] [added: 11,967] | | | | | | [removed: 9,779] [added: 8,850] | | | | | | [removed: 11,308] [added: 9,779] | | |

| Interest and dividends on investment securities | | | | | | [removed: 83] [added: 96] | | | | | | [removed: 127] [added: 83] | | | | | | [removed: 188] [added: 127] | | |

| Deposits with banks and other | | | | | | [removed: 100] [added: 595] | | | | | | [removed: 177] [added: 100] | | | | | | [removed: 588] [added: 177] | | |

| Total interest income | | | | | | [removed: 9,033] [added: 12,658] | | | | | | [removed: 10,083] [added: 9,033] | | | | | | [removed: 12,084] [added: 10,083] | | |

| Deposits | | | | | | [removed: 458] [added: 1,527] | | | | | | [removed: 943] [added: 458] | | | | | | [removed: 1,559] [added: 943] | | |

| Long-term debt and other | | | | | | [removed: 825] [added: 1,236] | | | | | | [removed: 1,155] [added: 825] | | | | | | [removed: 1,905] [added: 1,155] | | |

| Total interest expense | | | | | | [removed: 1,283] [added: 2,763] | | | | | | [removed: 2,098] [added: 1,283] | | | | | | [removed: 3,464] [added: 2,098] | | |

| Net interest income | | | | | | [removed: 7,750] [added: 9,895] | | | | | | [removed: 7,985] [added: 7,750] | | | | | | [removed: 8,620] [added: 7,985] | | |

February 10, 2023

| [Note](#i4140b7384f144babad4af1bf077b1b06_148) [4](#i4140b7384f144babad4af1bf077b1b06_148) [– Investment Securities](#i4140b7384f144babad4af1bf077b1b06_148) | | | [115](#i4140b7384f144babad4af1bf077b1b06_148) | | |

| [Note](#i4140b7384f144babad4af1bf077b1b06_151) [5](#i4140b7384f144babad4af1bf077b1b06_151) [– Asset Securitizations](#i4140b7384f144babad4af1bf077b1b06_151) | | | [117](#i4140b7384f144babad4af1bf077b1b06_151) | | |

| [Note](#i4140b7384f144babad4af1bf077b1b06_154) [6](#i4140b7384f144babad4af1bf077b1b06_154) [– Other Assets](#i4140b7384f144babad4af1bf077b1b06_154) | | | [118](#i4140b7384f144babad4af1bf077b1b06_154) | | |

| [Note](#i4140b7384f144babad4af1bf077b1b06_157) [7](#i4140b7384f144babad4af1bf077b1b06_157) [– Customer Deposits](#i4140b7384f144babad4af1bf077b1b06_157) | | | [120](#i4140b7384f144babad4af1bf077b1b06_157) | | |

| [Note](#i4140b7384f144babad4af1bf077b1b06_160) [8](#i4140b7384f144babad4af1bf077b1b06_160) [– Debt](#i4140b7384f144babad4af1bf077b1b06_160) | | | [121](#i4140b7384f144babad4af1bf077b1b06_160) | | |

| [Note](#i4140b7384f144babad4af1bf077b1b06_163) [9](#i4140b7384f144babad4af1bf077b1b06_163) [– Other Liabilities](#i4140b7384f144babad4af1bf077b1b06_163) | | | [124](#i4140b7384f144babad4af1bf077b1b06_163) | | |

| [Note 1](#i4140b7384f144babad4af1bf077b1b06_166)[0](#i4140b7384f144babad4af1bf077b1b06_166) [– Stock](#i4140b7384f144babad4af1bf077b1b06_166)[\-Based Compensation](#i4140b7384f144babad4af1bf077b1b06_166) | | | [125](#i4140b7384f144babad4af1bf077b1b06_166) | | |

| [Note 1](#i4140b7384f144babad4af1bf077b1b06_172)[1](#i4140b7384f144babad4af1bf077b1b06_172) [– Retirement Plans](#i4140b7384f144babad4af1bf077b1b06_172) | | | [127](#i4140b7384f144babad4af1bf077b1b06_172) | | |

| [Note 1](#i4140b7384f144babad4af1bf077b1b06_181)[4](#i4140b7384f144babad4af1bf077b1b06_181) [– Fair Values](#i4140b7384f144babad4af1bf077b1b06_181) | | | [134](#i4140b7384f144babad4af1bf077b1b06_181) | | |

| [Note 1](#i4140b7384f144babad4af1bf077b1b06_184)[5](#i4140b7384f144babad4af1bf077b1b06_184) [– Guarantees](#i4140b7384f144babad4af1bf077b1b06_184) | | | [139](#i4140b7384f144babad4af1bf077b1b06_184) | | |

| [Note 18 –](#i4140b7384f144babad4af1bf077b1b06_196) [Service](#i4140b7384f144babad4af1bf077b1b06_196) [Fees and](#i4140b7384f144babad4af1bf077b1b06_196) [Other Revenue](#i4140b7384f144babad4af1bf077b1b06_196) [and Other Expenses](#i4140b7384f144babad4af1bf077b1b06_196) | | | [142](#i4140b7384f144babad4af1bf077b1b06_196) | | |

| [Note](#i4140b7384f144babad4af1bf077b1b06_199) [19](#i4140b7384f144babad4af1bf077b1b06_199) [– Restructuring](#i4140b7384f144babad4af1bf077b1b06_199) | | | [142](#i4140b7384f144babad4af1bf077b1b06_199) | | |

| [Note 2](#i4140b7384f144babad4af1bf077b1b06_202)[0](#i4140b7384f144babad4af1bf077b1b06_202) [– Income Taxes](#i4140b7384f144babad4af1bf077b1b06_202) | | | [143](#i4140b7384f144babad4af1bf077b1b06_202) | | |

| [Note 2](#i4140b7384f144babad4af1bf077b1b06_220)[5](#i4140b7384f144babad4af1bf077b1b06_220) [– Parent Company](#i4140b7384f144babad4af1bf077b1b06_220) | | | [153](#i4140b7384f144babad4af1bf077b1b06_220) | | |

| Discount revenue | | | | | | $ | 30,739 | | | | | $ | 24,563 | | | | | $ | 19,435 | |

| Service fees and other revenue | | | | | | 4,521 | | | | | | 3,316 | | | | | | 2,702 | | |

| Processed revenue | | | | | | 1,637 | | | | | | 1,556 | | | | | | 1,301 | | |

| Business development | | | | | | 4,943 | | | | | | 3,762 | | | | | | 3,051 | | |

| Marketing | | | | | | 5,458 | | | | | | 5,291 | | | | | | 3,696 | | |

| Net income | | | | | | $ | 7,514 | | | | | $ | 8,060 | | | | | $ | 3,135 | |

| Originations of loans held-for-sale | | | | | | (277) | | | | | | — | | | | | | — | | |

| Proceeds from sales of loans held-for-sale | | | | | | 277 | | | | | | — | | | | | | — | | |

| Net income | | | | | | 7,514 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 7,514 | | |

| Repurchase of common shares | | | | | | (3,332) | | | | | | — | | | | | | (4) | | | | | | (302) | | | | | | — | | | | | | (3,026) | | |

| Balances as of December 31, 2022 | | | | | | $ | 24,711 | | | | | $ | — | | | | | $ | 149 | | | | | $ | 11,493 | | | | | $ | (3,210) | | | | | $ | 16,279 | |

Transactions conducted in currencies other than the applicable functional currency of an entity are converted to the functional currency at the exchange rate on the transaction date.

At the period end, monetary assets and liabilities are remeasured to the functional currency using period end rates.

For subsidiaries where the functional currency is not the U.S. dollar, the monetary assets and liabilities and results of operations are translated for consolidation purposes into U.S. dollars at period-end rates for monetary assets and liabilities and generally at average rates for results of operations.

Revenue is recognized when obligations under the terms of a contract with our customers are satisfied.

Discount revenue represents the amount we earn and retain from the merchant payable for facilitating transactions between Card Members and merchants on payment products issued by American Express.

In addition, Service fees and other revenue includes income (losses) from our investments in which we have significant influence and therefore account for under the equity method.

Processed Revenue

Processed revenue primarily represents revenues related to network partnership agreements, comprising royalties, fees and amounts earned for facilitating transactions on cards issued by network partners.

In our role as the operator of the American Express network, we settle with merchants and our third-party merchant acquirers on behalf of our network card issuing partners.

The amount of fees charged for accepting American Express-branded cards is generally deducted from the payment to the merchant or third-party merchant acquirer and recorded as Processed revenue at the time the Card Member transaction occurs.

Our network card issuing partners receive an issuer rate that is individually negotiated between that issuer and us and is recorded as contra-revenue within Processed revenue to the extent that there is revenue from the same customer, after which any additional issuer rate is recorded as expense in Business development.

Processed revenue also includes fees related to alternative payment solutions, which are generally recognized when the service is performed.

Card Member services expense represents costs incurred in providing our Card Members with various value-added benefits and services, which are generally expensed as incurred.

Marketing

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

February 11, 2022

| [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 18 – Other Fees and Commissions and Other Expenses](#iaa4de6fda6f44f56a82a58e967d731f5_190) | | | [141](#iaa4de6fda6f44f56a82a58e967d731f5_190) | | |

| [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) | | |

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

| Discount revenue | | | | | | $ | 25,727 | | | | | $ | 20,401 | | | | | $ | 26,167 | |

| Other fees and commissions | | | | | | 2,392 | | | | | | 2,163 | | | | | | 3,297 | | |

| Other | | | | | | 1,316 | | | | | | 874 | | | | | | 1,430 | | |

| Marketing and business development | | | | | | 9,053 | | | | | | 6,747 | | | | | | 7,125 | | |

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

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

| Foreign currency translation adjustments, net of tax of: 2021, $(330); 2020, $(381) | | | | | | (2,392) | | | | | | (2,229) | | |

| Total accumulated other comprehensive income (loss) | | | | | | (2,945) | | | | | | (2,895) | | |

| Balances as of December 31, 2018 | | | | | | $ | 22,290 | | | | | $ | — | | | | | $ | 170 | | | | | $ | 12,218 | | | | | $ | (2,597) | | | | | $ | 12,499 | |

| Repurchase of common shares | | | | | | (4,585) | | | | | | — | | | | | | (8) | | | | | | (671) | | | | | | — | | | | | | (3,906) | | |

| Cash dividends declared common, $1.72 per share | | | | | | (1,359) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,359) | | |

Monetary assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon exchange rates prevailing at the end of the reporting period; non-monetary assets and liabilities are translated at the historic exchange rate at the date of the transaction; revenues and expenses are translated at the average month-end exchange rates during the year.

Discount revenue primarily represents the amount we earn on transactions occurring at merchants that have entered into a card acceptance agreement with us, or a Global Network Services (GNS) partner or other third-party merchant acquirer, for facilitating transactions between the merchants and Card Members.

In our role as the operator of the American Express network, we also settle with merchants on behalf of our GNS card issuing partners, who in turn receive an issuer rate that is individually negotiated between that issuer and us and is recorded as expense in Marketing and business development (see below) or as contra-revenue in Other revenue.

Effective April 1, 2021, we prospectively changed the recognition of certain costs paid to a third party previously recognized over the twelve month card membership period in Net card fees in the Consolidated Statements of Income; such costs are now recorded as incurred in Marketing and business development expense.

Other fees and commissions also includes Membership Rewards program fees, which are deferred and recognized over the period covered by the fee, typically one year, the unamortized portion of which is included in Other liabilities on the Consolidated Balance Sheets.

In addition, Other fees and commissions includes loyalty coalition-related fees, travel commissions and fees and service fees earned from merchants, that are recognized when the service is performed, which is generally in the period the fee is charged.

PAM results in the amortization of the initial cost of the investment in proportion to the related tax credits, and recognition of the net investment performance in the statement of income as a component of Income tax provision, while the equity method reflected losses related to the investments as a component of Other, net expenses.

As a result, we believe PAM is preferable as it better reflects the economics of our tax credit investments.

Since the impact of this change is immaterial to our prior and current year financial statements, we implemented PAM on a prospective basis which resulted in a one-time charge to Income tax provision of $55 million in the first quarter of 2021, reflecting the cumulative impact of the difference in the timing of expense recognition between the equity method and PAM.

Reserves for reporting periods beginning on and after January 1, 2020 are presented using the 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.

| Global Consumer Services Group (a) | | | | | | $ | 70,467 | | | | | $ | 60,084 | |

| Global Commercial Services | | | | | | 18,095 | | | | | | 13,289 | | |

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: 2021] [added: 2022] 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: 2021] [added: 2022] are set forth in “Financial Statements and Supplementary Data.”

We expect to file with the SEC in March [removed: 2022] [added: 2023] (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 [removed: 3, 2022,] [added: 2, 2023,] which involves the election of directors.

[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: 3, 2022,] [added: 2, 2023,] is incorporated herein by reference.

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

Exhibits numbered 10.1 through [removed: 10.40] [added: 10.32] are management contracts or compensatory plans or arrangements.

| | | | 3.1 | | | [Company's Amended and Restated Certificate of [removed: Incorporation as] [added: Incorporation](https://www.sec.gov/Archives/edgar/data/4962/000000496222000028/axpq122ex31.htm)[,](https://www.sec.gov/Archives/edgar/data/4962/000000496222000028/axpq122ex31.htm) [as] amended [removed: 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] [added: through April 20, 2022] (incorporated by reference to Exhibit 3.1 of the Company's [removed: 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] [added: Quarterly Report] on Form 10-Q (Commission File No. 1-7657) for the quarter ended [removed: 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: March 31, 2022).](https://www.sec.gov/Archives/edgar/data/4962/000000496222000028/axpq122ex31.htm)] | | |

| | | | 3.2 | | | [Company's By-Laws, as amended through [removed: September 26, 2016](https://www.sec.gov/Archives/edgar/data/4962/000000496216000195/bylaws31.htm) [(incorporated] [added: October 19, 2022 (incorporated] by reference to Exhibit 3.1 of the Company's [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] (Commission File No. [removed: 1-7657), dated September 26, 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] [added: 1-7657) for the quarter ended] September [removed: 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: 30, 2022).](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex31.htm)] | | |

| | | | [removed: 10.1] [added: 10.21] | | | [American Express Company [removed: Deferred Compensation] [added: 2003 Share Equivalent Unit] Plan for [removed: Directors and Advisors,] [added: Directors,] as amended and [removed: restated] [added: restated,] effective [removed: April] [added: January] 1, [removed: 2018] [added: 2015] (incorporated by reference to Exhibit [removed: 10.3] [added: 10.38] of the Company's [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] (Commission File No. 1-7657) for the [removed: quarter] [added: year] ended [removed: March] [added: December] 31, [removed: 2018).](http://www.sec.gov/Archives/edgar/data/4962/000000496218000060/axpq118ex103.htm)] [added: 2015).](http://www.sec.gov/Archives/edgar/data/4962/000119312516469798/d131774dex1038.htm)] | | |

| | | | [removed: 10.20] [added: 10.24] | | | [removed: [Second Amendment and Restatement of the American] [added: [American] Express [removed: Retirement Restoration] [added: Company 2007 Incentive Compensation] Plan [removed: (f/k/a Supplemental Retirement Plan)] [added: Master Agreement] (as amended and restated effective [removed: as of] January [removed: 1,] [added: 23,] 2012) (incorporated by reference to Exhibit [removed: 10.28] [added: 10.1] of the Company's [removed: Annual] [added: Current] Report on Form [removed: 10-K] [added: 8-K] (Commission File No. [removed: 1-7657) for the year ended December 31, 2011).](http://www.sec.gov/Archives/edgar/data/4962/000119312512077400/d281394dex1028.htm)] [added: 1-7657), dated January 23, 2012 (filed January 27, 2012)).](http://www.sec.gov/Archives/edgar/data/4962/000114036112004013/ex10_1.htm)] | | |

| | | | [removed: 10.21] [added: 10.35] | | | [removed: [Third Amendment] [added: [Amendment No. 1, dated March 29, 2019,] to the [added: Time Sharing Agreement, dated February 13, 2018, by and between] American Express [removed: Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) (dated March 29, 2012)] [added: Travel Related Services Company, Inc. and Stephen J. Squeri] (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, [removed: 2012).](http://www.sec.gov/Archives/edgar/data/4962/000119312512200270/d339106dex101.htm)] [added: 2019).](http://www.sec.gov/Archives/edgar/data/4962/000000496219000031/axpq119ex101.htm)] | | |

| | | | [removed: 10.22] [added: 10.32] | | | [removed: [Fourth Amendment to] [added: [Form of notice agreement in connection with Annual Incentive Awards under] the American Express [removed: Retirement Restoration] [added: Company 2016 Incentive Compensation] Plan [removed: (f/k/a Supplemental Retirement Plan) (dated October 24, 2012)] (incorporated by reference to Exhibit [removed: 10.31] [added: 10.42] of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2012).](http://www.sec.gov/Archives/edgar/data/4962/000119312513070554/d486442dex1031.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/4962/000000496220000030/axp-20191231exx1042.htm)] | | |

| | | | 10.23 | | | [removed: [Fifth Amendment to the American] [added: [American] Express [removed: Retirement Restoration] [added: Company 2007 Incentive Compensation] Plan [removed: (f/k/a Supplemental Retirement Plan) (dated May 1, 2013)] (incorporated by reference to Exhibit 10.1 of the Company's [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] (Commission File No. [removed: 1-7657) for the quarter ended March 31, 2013).](http://www.sec.gov/Archives/edgar/data/4962/000119312513307673/d575832dex101.htm)] [added: 1-7657), dated April 23, 2007 (filed April 27, 2007)).](http://www.sec.gov/Archives/edgar/data/4962/000000496207000025/exhibit10_1icp.txt)] | | |

| | | | [removed: 10.24] [added: 10.36] | | | [removed: [Sixth Amendment] [added: [Amendment No. 2, dated July 26, 2019,] to the [added: Time Sharing Agreement, dated February 13, 2018, by and between] American Express [removed: Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) (dated August 16, 2013)] [added: Travel Related Services Company, Inc. and Stephen J. Squeri] (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 September 30, [removed: 2013).](http://www.sec.gov/Archives/edgar/data/4962/000119312513415898/d600603dex101.htm)] [added: 2019).](http://www.sec.gov/Archives/edgar/data/4962/000000496219000086/axpq319ex101.htm)] | | |

| | | | [removed: 10.25] [added: 10.39] | | | [removed: [Seventh Amendment] [added: [Amendment No.](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm) [5](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm)[, dated](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm) [July 27, 2022](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm)[,] to the [added: Time Sharing Agreement, dated February 13, 2018, by and between] American Express [removed: Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) (dated September 26, 2013) (incorporated] [added: Travel Related Services Company, Inc. and Stephen J. Squeri](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm) [(incorporated] by reference to Exhibit [removed: 10.2] [added: 10.1] of the Company's Quarterly Report on Form 10-Q [removed: (Commission] [added: (Co](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm)[m](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm)[mission] File [removed: No. 1-7657)] [added: No.](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm) [1-7657)] for the quarter ended September 30, [removed: 2013).](http://www.sec.gov/Archives/edgar/data/4962/000119312513415898/d600603dex102.htm)] [added: 2022)](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm)[.](https://www.sec.gov/Archives/edgar/data/4962/000000496222000054/axpq322ex101.htm)] | | |

| | | | [removed: 10.26] [added: 10.27] | | | [removed: [Eighth Amendment to] [added: [Form of nonqualified stock option award agreement for executive officers under] the American Express [removed: Retirement Restoration] [added: Company 2016 Incentive Compensation] Plan [removed: (f/k/a Supplemental Retirement Plan) (dated December 1, 2013)] [added: (for awards made](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1041.htm) [after May 2, 2016)] (incorporated by reference to Exhibit [removed: 10.36] [added: 10.41] of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2013).](http://www.sec.gov/Archives/edgar/data/4962/000119312514066777/d656045dex1036.htm)] [added: 2016).](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1041.htm)] | | |

| | | | [removed: 10.27] [added: 10.28] | | | [removed: [Ninth Amendment to] [added: [Form of restricted stock unit award agreement for executive officers under] the American Express [removed: Retirement Restoration] [added: Company 2016 Incentive Compensation] Plan [removed: (f/k/a Supplemental Retirement Plan) (dated December 14,] [added: (for awards made](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1042.htm) [after May 2,] 2016) (incorporated by reference to Exhibit [removed: 10.30] [added: 10.42] of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1030.htm)] [added: 2016).](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1042.htm)] | | |

| | | | [removed: 10.28] [added: 10.37] | | | [removed: [Tenth Amendment] [added: [Amendment No. 3, dated December 15, 2020,] to the [added: Time Sharing Agreement, dated February 13, 2018, by and between] American Express [removed: Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) (dated December 17, 2018)] [added: Travel Related Services Company, Inc. and Stephen J. Squeri] (incorporated by reference to Exhibit [removed: 10.28] [added: 10.46] of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2018).](https://www.sec.gov/Archives/edgar/data/4962/000000496219000018/axp2018ex1028.htm)] [added: 2020).](https://www.sec.gov/Archives/edgar/data/4962/000000496221000013/axp-20201231exx1046.htm)] | | |

| * | | | [removed: 10.29] [added: 10.20] | | | [removed: [Eleventh] [added: [Twelfth] Amendment [removed: to] [added: and Restatement of] the American Express Retirement Restoration Plan (f/k/a Supplemental Retirement Plan) [removed: (dated December 9, 2021).](https://www.sec.gov/Archives/edgar/data/4962/000000496222000008/axp-20211231exx1029.htm)] [added: (as amended and restated effective as of January 1, 2023).](https://www.sec.gov/Archives/edgar/data/4962/000000496223000006/axp-20221231exx1020.htm)] | | |

| | | | [removed: 10.30] [added: 10.25] | | | [removed: [American] [added: [Form of nonqualified stock option award agreement for executive officers under the American] Express Company [removed: 2003 Share Equivalent Unit] [added: 2007 Incentive Compensation] Plan [removed: for Directors, as amended and restated, effective] [added: (for awards made](http://www.sec.gov/Archives/edgar/data/4962/000119312516469798/d131774dex1043.htm) [after] January [removed: 1, 2015] [added: 26, 2016)] (incorporated by reference to Exhibit [removed: 10.38] [added: 10.43] of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2015).](http://www.sec.gov/Archives/edgar/data/4962/000119312516469798/d131774dex1038.htm)] [added: 2015).](http://www.sec.gov/Archives/edgar/data/4962/000119312516469798/d131774dex1043.htm)] | | |

| | | | [removed: 10.32] [added: 10.26] | | | [American Express Company [removed: 2007] [added: 2016] Incentive Compensation Plan [added: (as amended and restated effective May 5, 2020)] (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K (Commission File No. 1-7657), dated [removed: April 23, 2007] [added: May 5, 2020] (filed [removed: April 27, 2007)).](http://www.sec.gov/Archives/edgar/data/4962/000000496207000025/exhibit10_1icp.txt)] [added: May 7, 2020)).](https://www.sec.gov/Archives/edgar/data/4962/000000496220000057/exhibit101-2016plan.htm)] | | |

| | | | 10.33 | | | [removed: [American] [added: [Restated Letter Agreement, dated May 6, 2019, between American] Express Company [removed: 2007 Incentive Compensation Plan Master Agreement (as amended] and [removed: restated effective January 23, 2012)] [added: Berkshire Hathaway Inc., on behalf of itself and its subsidiaries] (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K (Commission File No. 1-7657), dated [removed: January 23, 2012] [added: May 6, 2019] (filed [removed: January 27, 2012)).](http://www.sec.gov/Archives/edgar/data/4962/000114036112004013/ex10_1.htm)] [added: May 6, 2019)).](http://www.sec.gov/Archives/edgar/data/4962/000000496919000036/exhibit_101.htm)] | | |

| | | | [removed: 10.34] [added: 10.29] | | | [Form of [removed: nonqualified stock option] award agreement for executive officers [added: in connection with Performance Grant awards (a/k/a Executive Annual Incentive Awards)] under the American Express Company [removed: 2007] [added: 2016] Incentive Compensation Plan (for awards [removed: made after January 26,] [added: made](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1043.htm) [after May 2,] 2016) (incorporated by reference to Exhibit 10.43 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2015).](http://www.sec.gov/Archives/edgar/data/4962/000119312516469798/d131774dex1043.htm)] [added: 2016).](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1043.htm)] | | |

| | | | [removed: 10.36] [added: 10.30] | | | [removed: [Form] [added: [Amendment to the Form] of nonqualified stock option award agreement [added: and Form of restricted stock unit award] for executive officers under the American Express Company 2016 Incentive Compensation Plan (for awards made [added: on or] after [removed: May 2, 2016)] [added: January 29, 2020)] (incorporated by reference to Exhibit 10.41 of the Company's Annual Report on Form 10-K (Commission File No. 1-7657) for the year ended December 31, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/4962/000119312517047588/d321397dex1041.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/4962/000000496220000030/axp-20191231exx1041.htm)] | | |