--- schema_version: "secwatch.filing_event.v1" accession: "0000004962-24-000038" form_type: "8-K" ticker: "AXP" cik: "0000004962" company_name: "AMERICAN EXPRESS CO" filed_at: "2024-05-08T23:59:59+00:00" generated_at: "2026-06-02T14:28:10.730242+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Shareholders approve 15M share increase to 2016 Incentive Plan; all 12 directors elected ## Summary - Shareholders approved Second Amended 2016 Incentive Compensation Plan, increasing available shares by 15M and extending to May 6, 2034. - All 12 director nominees elected with majority support; PwC ratified as auditor with 98.3% approval. - Executive compensation approved on advisory basis with 95.1% support. - Three shareholder proposals (golden parachutes, climate lobbying, merchant category codes) defeated with strong opposition. ## SEC filing metadata - accession: 0000004962-24-000038 - form_type: 8-K - ticker: AXP - cik: 0000004962 - company_name: AMERICAN EXPRESS CO - filed_at: 2024-05-08T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/axp-20240506.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000004962-24-000038 - JSON: https://secwatch.observer/filing/0000004962-24-000038.json - Plain text: https://secwatch.observer/filing/0000004962-24-000038.txt ## Key facts - Shareholder Votes AMERICAN EXPRESS CO shareholders rejected Shareholder proposal relating to merchant category codes at the 2024-05-06 meeting. - Outcome: failed - Meeting: 2024-05-06 source text: 7. Votes on a shareholder proposal relating to merchant category codes were as follows: VOTES FOR % FOR VOTES AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES 4,607,039 0.80% 565,298,362 99.19% 10,509,170 56,238,542 evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - Shareholder Votes AMERICAN EXPRESS CO shareholders rejected Shareholder proposal relating to golden parachutes at the 2024-05-06 meeting. - Outcome: failed - Meeting: 2024-05-06 source text: 5. Votes on a shareholder proposal relating to golden parachutes were as follows: VOTES FOR % FOR VOTES AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES 179,396,257 31.19% 395,692,154 68.80% 5,326,160 56,238,542 evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - Shareholder Votes AMERICAN EXPRESS CO shareholders approved Advisory vote to approve executive compensation at the 2024-05-06 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2024-05-06 source text: 3. Votes regarding an advisory (non-binding) vote approving executive compensation were as follows: VOTES FOR % FOR VOTES AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES 546,973,936 95.08% 28,278,439 4.91% 5,162,196 56,238,542 evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - Shareholder Votes AMERICAN EXPRESS CO shareholders rejected Shareholder proposal relating to climate lobbying at the 2024-05-06 meeting. - Outcome: failed - Meeting: 2024-05-06 source text: 6. Votes on a shareholder proposal relating to climate lobbying were as follows: VOTES FOR % FOR VOTES AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES 138,170,390 24.43% 427,391,927 75.56% 14,852,254 56,238,542 evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - Shareholder Votes AMERICAN EXPRESS CO shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2024 at the 2024-05-06 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2024-05-06 source text: 2. Votes regarding ratification of appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2024 were as follows: VOTES FOR % FOR VOTES AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES 621,412,131 98.30% 10,736,569 1.69% 4,504,413 — evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - Shareholder Votes AMERICAN EXPRESS CO shareholders approved Approval of the Second Amended and Restated American Express Company 2016 Incentive Compensation Plan at the 2024-05-06 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2024-05-06 source text: 4. Votes regarding the approval of the Second Amended and Restated American Express Company 2016 Incentive Compensation Plan were as follows: VOTES FOR % FOR VOTES AGAINST % AGAINST ABSTENTIONS BROKER NON-VOTES 560,000,164 96.48% 14,934,323 3.52% 5,480,084 56,238,542 evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm - Shareholder Votes AMERICAN EXPRESS CO shareholders approved Election of Directors at the 2024-05-06 meeting. - Proposal: director election - Outcome: passed - Meeting: 2024-05-06 source text: 1. Election of Directors. VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES Thomas J. Baltimore 470,745,937 105,013,210 4,655,424 56,238,542 evidence_url: https://www.sec.gov/Archives/edgar/data/4962/000000496224000038/0000004962-24-000038-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.