Seeger Laureen 4

4 · AMERICAN EXPRESS CO · Filed Feb 3, 2026

AI-generated summary of this filing

Updated Feb 3, 2026

American Express (AXP) CLO Laureen Seeger Receives Awards, Surrenders Shares

What Happened

Laureen Seeger, Chief Legal Officer of American Express (AXP), reported multiple equity vesting events on Feb 1, 2026. She acquired a total of 42,798 shares from awards/derivative conversions (25,988 + 1,152 + 15,658). To satisfy tax withholding related to vesting, she surrendered 14,599 shares (14,119 + 480) at $352.17 per share, generating proceeds of $5,141,330 (reported as dispositions).
The transactions reflect vesting of Performance Restricted Stock Units (PSUs), Restricted Stock Units (RSUs) tied to the 2022 Annual Incentive, and the vesting/exercise of Performance Stock Options (derivative conversion). The surrendered shares were used to cover tax obligations (cashless withholding), not an open-market sale for investment reasons.

Key Details

Transaction date: 2026-02-01; Form 4 filed: 2026-02-03 (timely; within standard 2-business-day reporting window).
Dispositions: 14,119 shares and 480 shares surrendered to cover taxes at $352.17/share — total ~$5,141,330.
Acquisitions: 25,988 shares (PSUs vesting), 1,152 shares (includes dividend reinvestment), and 15,658 shares (performance stock options vesting/derivative conversion).
Shares owned after transaction: Not specified in the provided filing.
Notable footnotes: vesting tied to performance criteria from Feb 2023 grants (PSUs, options), RSUs for 2022 Annual Incentive earned based on cumulative net income (2023–2025), and surrendering of shares to satisfy tax withholding (routine).

Context

These transactions are primarily vesting and tax-withholding events (common executive compensation mechanics). The surrender of shares to cover taxes is routine and does not necessarily signal a decision to liquidate holdings for other reasons.
Derivative transaction: the 15,658 shares were reported as a derivative acquisition tied to performance stock options vesting — effectively converting options into shares upon satisfaction of performance and service conditions.

Form 4

Period: 2026-02-01

Chief Legal Officer

Transactions

Award
Common Stock
[F1][F2]
2026-02-01+25,988→ 35,185.577 total
Tax Payment
Common Stock
[F3]
2026-02-01$352.17/sh−14,119$4,972,288→ 21,066.577 total
Award
Common Stock
[F4]
2026-02-01+1,152→ 22,218.577 total
Tax Payment
Common Stock
[F5]
2026-02-01$352.17/sh−480$169,042→ 21,738.577 total
Award
Employee Stock Option (Right to Buy)
[F6]
2026-02-01+15,658→ 15,658 total
Exercise: $173.61From: 2026-02-01Exp: 2033-02-01→ Common Stock (15,658 underlying)

Footnotes (6)

[F1]Represents shares acquired pursuant to the vesting of Performance Restricted Stock Units that were granted to the reporting person in February 2023, based upon the satisfaction of performance criteria specified for the award at the time of grant and the reporting person's continued employment.
[F2]Includes shares acquired pursuant to dividend reinvestment.
[F3]The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Performance Restricted Stock Units.
[F4]Represents shares earned under the 2022 Annual Incentive Award upon the Company's positive cumulative net income over 2023-2025 pursuant to Restricted Stock Units that were granted to the reporting person in February 2023.
[F5]The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Restricted Stock Units.
[F6]Represents the vesting of Performance Stock Options that were granted to the reporting person in February 2023, based upon the satisfaction of performance criteria specified for the award at the time of grant and the reporting person's continued employment.

Signature

/s/ James J. Killerlane III, attorney-in-fact|2026-02-03

1 file