Le Caillec Christophe 4

What Happened
Christophe Le Caillec, Chief Financial Officer of American Express, received 17,280 shares upon vesting of Performance Restricted Stock Units (PRSUs) on Feb 1, 2026. To satisfy tax withholding related to the vesting, he surrendered 9,146 of those shares at a reported withholding price of $352.17 per share, generating $3,220,947 in tax withholding proceeds. The award shares are reported as an acquisition (award/vesting); the surrendered shares are reported as a disposition for tax payment.

Key Details

• Transaction date: February 1, 2026 (reported on Form 4 filed Feb 3, 2026). Filing shows no late-filing indication.
• Award: 17,280 PRSU shares vested (acquisition via vesting; acquisition price N/A).
• Tax withholding/disposition: 9,146 shares surrendered at $352.17 per share, total $3,220,947 (code F — tax withholding).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Relevant footnotes from the filing:
  • F1: Vesting of PRSUs granted Feb 2023 upon satisfaction of performance criteria and continued employment.
  • F2: Includes shares acquired via dividend reinvestment.
  • F3: Disposition represents surrender of shares to satisfy tax obligations from the PRSU vesting.
• Remarks: Exhibit 24 (Power of Attorney) included on the filing.

Context
This was not an open-market sale: the disposition reflects share surrender/withholding to cover taxes on a compensation vesting event (a routine, non-market transaction). Vesting of PRSUs increases insider-owned equity but withholding reduces the net shares retained. For retail investors, purchases are often the clearest bullish signal; vesting and tax-withholding events are compensation mechanics and do not necessarily indicate a change in the insider’s view of the company.