American Express Issues Series E Depositary Shares; Announces Series D Redemption

What Happened

• American Express Company announced it issued 1,600 shares of 6.450% Fixed Rate Reset Noncumulative Preferred Shares, Series E, which were deposited to back 1,600,000 depositary shares (each depositary share represents a 1/1,000th interest in a Series E Preferred Share). The depositary shares sale closed on August 12, 2026 under an underwriting agreement dated August 5, 2026. The company filed a Certificate of Amendment on August 11, 2026 to fix the terms of the Series E Preferred Shares, which carry a $1,000,000 liquidation preference per Series E share.
• The filing also states the company plans to send a redemption notice for its existing Series D depositary shares (and the underlying Series D Preferred Shares), which would result in full redemption on September 15, 2026 at an aggregate price of $1,000,000 per Series D Preferred Share (equivalent to $1,000 per Series D depositary share), plus any declared and unpaid dividends. The Form 8-K notes this filing itself is not the redemption notice.

Key Details

• Series E rate: 6.450% Fixed Rate Reset Noncumulative Preferred Shares, Series E.
• Issued: 1,600 Series E Preferred Shares → 1,600,000 depositary shares (1/1,000th interest each).
• Liquidation preference: $1,000,000 per Series E Preferred Share.
• Planned Series D redemption date: September 15, 2026; redemption price $1,000,000 per Series D Preferred Share ($1,000 per depositary share) plus unpaid dividends.

Why It Matters

• The issuance of Series E depositary shares raises capital and establishes a new preferred stock series with a fixed dividend rate that resets under specified terms. Proceeds from the offering are typically used for general corporate purposes, including potential funding of redemptions.
• The Series E Certificate of Amendment includes restrictions that, if the company does not declare and pay full dividends on the Series E shares, could limit American Express’s ability to pay dividends on common stock or other preferred stock on parity (including Series D). That creates a priority for Series E dividend payments that investors should note.
• The planned redemption of Series D (subject to sending the formal notice) would retire the earlier preferred series and remove its dividend obligation once paid, which can affect the company’s capital structure and future dividend obligations. The filing includes customary forward-looking disclaimers and is not itself the redemption notice.