SEC Form 4 · accession 0001127602-15-017838

AMERICAN EXPRESS CO · AXP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Kenneth I Chenault

Officer — Chairman & CEO · Director

Period of report

May 18, 2015

Accepted (ET)

May 19, 2015 · 3:01 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000004962

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	May 18, 2015	M	312,500	$57.77	A	1,093,943	D
Common Stock	May 18, 2015	M	343,750	$58.98	A	1,437,693	D
Common Stock	May 18, 2015	M	85,937	$49.13	A	1,523,630	D
Common Stock^F2	May 18, 2015	S	74,000	$80.3073	D	1,449,630	D
Common Stock^F4	May 18, 2015	S	695,000	$80.0495	D	754,630	D
Common Stock	holding	—	—		—	4,158	I	Wife As Trustee/custodian
Common Stock	holding	—	—		—	26,148	I	By Wife
Common Stock	holding	—	—		—	59,122	I	by trust fbo children
Common Stock	holding	—	—		—	67,568	I	by trust fbo children
Common Stock	holding	—	—		—	2,850	I	by son
Common Stock^F5	holding	—	—		—	23,916	I	By 401(k) Plan

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right to Buy)^F6	$57.77	May 18, 2015	M	312,500	D	Jan 25, 2010	Jan 24, 2017	Common Stock	312,500	0	D
Employee Stock Option (Right to Buy)	$58.98	May 18, 2015	M	343,750	D	Jan 27, 2014	Nov 30, 2017	Common Stock	343,750	0	D
Employee Stock Option (Right to Buy)	$49.13	May 18, 2015	M	85,937	D	Jan 27, 2014	Jan 30, 2018	Common Stock	85,937	257,813	D

Explanation of responses

F1The reported disposition represents the sale of shares acquired from stock option exercises and/or restricted stock vestings in prior years.
F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.07 to $80.55. The reporting person undertakes to provide to American Express Company, any security holder of American Express Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.
F3The reported disposition represents the sale of shares to cover the cost of exercise and withholding tax obligations arising from the stock option exercises reported above and the sale of 50% of the net shares acquired from these exercises; the reporting person will retain the balance of the net shares in accordance with the Company's retention guidelines for executive officers.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.79 to $80.33. The reporting person undertakes to provide to American Express Company, any security holder of American Express Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.
F5Shares held in reporting person's account under the Company's Retirement Savings Plan. This plan uses unit accounting, and the number of shares that a participant is deemed to hold varies with the unit price of the Company pooled stock fund.
F6One-half of the options exercised became exercisable on 1/25/2010, and one-half became exercisable on 1/25/2011.

Remarks

Prior to the transactions reported on this Form 4, Mr. Chenault directly and indirectly beneficially owned a total of 965,205 common shares. After the transactions reported on this Form 4, Mr. Chenault directly and indirectly beneficially owned a total of 938,392 common shares.