Squeri Stephen J 4

What Happened
Stephen J. Squeri, Chairman and CEO of American Express (AXP), had performance-based awards vest on Feb 1, 2026. He was credited with 123,033 shares from vested Performance Restricted Stock Units and 74,129 shares from vested Performance Stock Options (total acquired = 197,162 shares). To satisfy tax withholding on the vesting, 62,466 shares were surrendered at $352.17 per share, generating proceeds of $21,998,651 (share surrender to cover tax obligations, not an open-market sale).

Key Details

• Transaction date: 2026-02-01; Form 4 filed 2026-02-03 (appears timely).
• Acquisitions: 123,033 shares (PRSUs vesting, F1) and 74,129 derivative shares (Performance Stock Options vesting, F5).
• Disposition: 62,466 shares surrendered to satisfy tax withholding at $352.17/share for $21,998,651 (F3). This is a tax-withholding disposition (code F), not a market sale for investment proceeds.
• Post-transaction holdings: The filing does not list a simple net “shares owned” total; it notes prior transfers of 163,292.479 shares to a 2025 Master GRAT (F2) and holdings in the company Retirement Savings Plan (unit-priced; F4).
• Footnotes: F1/F5 = vesting tied to 2023 performance grants; F3 = shares surrendered for taxes; F2/F4 = prior transfer to GRAT and retirement-plan accounting.

Context
This was primarily an award vesting event tied to prior performance grants (not an open-market purchase or opportunistic sale). The surrender of shares was a routine tax-withholding mechanism commonly used when restricted awards or option settlements vest; it does not necessarily indicate a change in the insider’s view of the company.