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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 27, 2021
AMERICAN EXPRESS COMPANY
(Exact name of registrant as specified in its charter)
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New York
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1-7657
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13-4922250
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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200 Vesey Street,
New York, New York 10285
(Address of principal executive offices and zip code)
(212) 640-2000
(Registrant's telephone number, including area code)
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Not Applicable
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Shares (par value $0.20 per Share)
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AXP
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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(d) The Board of Directors of American Express Company (the “Company”) has elected Thomas J. Baltimore, Jr. as a director of the Company, effective January 27, 2021. Mr. Baltimore will participate in the compensation program for non-employee directors as described under the heading “Compensation of Directors” in the Company’s definitive proxy statement on Scheduled 14A, filed with the Securities and Exchange Commission on March 24, 2020. A copy of the press release announcing the election of Mr. Baltimore is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Mr. Baltimore and members of his immediate family are directors, employees and/or have equity interests in companies with whom the Company had entered into ordinary course business relationships prior to his election as a director of the Company and with whom the Company may enter into additional ordinary course relationships from time to time. These may include ordinary course merchant relationships pursuant to which these companies accept the Company’s credit and charge cards and pay the Company fees when their customers use these cards. From time to time, the Company may enter into joint marketing or other relationships with one or more of these companies in the ordinary course that encourage their customers to apply for and use the Company’s products and services. The Company may also provide ordinary course Corporate Card, travel and other payment and financing products and services, including extensions of credit, on terms and conditions similar to those available to other customers generally to some of these companies for which these companies pay fees to the Company. The Company may also engage in other commercial transactions with these companies and pay or receive fees in those transactions.
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Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
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Exhibit
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Description
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99.1
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104
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The cover page of this Current Report on Form 8-K, formatted as inline XBRL.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AMERICAN EXPRESS COMPANY
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(REGISTRANT)
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By:
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/s/ Kristina V. Fink
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Name: Kristina V. Fink
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Title: Deputy Corporate Secretary
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Date: January 27, 2021
EXHIBIT 99.1
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NEWS RELEASE
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NEWS RELEASE
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NEWS RELEASE
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NEWS RELEASE
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FOR IMMEDIATE RELEASE
American Express Elects Thomas Baltimore to Board of Directors
New York, New York, January 27, 2021 – American Express Company (NYSE: AXP) today announced that Thomas J. Baltimore, Jr., Chairman, Chief Executive Officer and President of Park Hotels & Resorts Inc., has been elected to its Board of Directors, effective January 27, 2021.
“Tom is a highly-respected leader in the hospitality industry, with over 30 years of experience, including more than two decades in senior executive roles navigating global organizations through significant changes in travel and lodging,” said Stephen J. Squeri, Chairman and Chief Executive Officer. “He also brings extensive capital markets knowledge, and I know our Board will benefit greatly from his insights as we continue to execute our strategy and make investments to structure the company for long term growth.”
Mr. Baltimore has led Park Hotels & Resorts since 2016, when he joined the company shortly before its spin-off from Hilton Worldwide Inc. In 2017, he was elected Chairman of the Board. Today, Park Hotels & Resorts is the second largest publicly traded lodging Real Estate Investment Trust (REIT) in the United States, with a portfolio spanning 60 hotels and resorts and over 33,000 rooms. During his tenure, Mr. Baltimore has overseen Park Hotels & Resorts’ expansion into new markets, including with the acquisition of Chesapeake Lodging Trust in 2019, and has been leading the company’s response to the COVID-19 pandemic.
Prior to joining Park Hotels & Resorts, Mr. Baltimore was President and Chief Executive Officer of RLJ Lodging Trust, one of the largest publicly traded lodging REITs in the country, from 2011 to 2016. He also served as a Director on the company’s Board. Previously, Mr. Baltimore was President of hospitality investment firm RLJ Development LLC, the predecessor to RLJ Lodging Trust that Mr. Baltimore co-founded in 2000. Earlier in his career, Mr. Baltimore served in a variety of roles at Hilton Hotels Corp., Marriott International Inc., and PricewaterhouseCoopers LLP.
In addition to Park Hotels & Resorts’ Board, Mr. Baltimore also serves on the Board of Prudential Financial Inc., and sits on the Executive Board of the National Association of Real Estate Investment Trusts, the Boards of the University of Virginia Investment Management Company and The Real Estate Roundtable, and the Executive Committee of the American Hotel & Lodging Association.
Mr. Baltimore received his Bachelor of Science degree from the McIntire School of Commerce at the University of Virginia and Master of Business Administration degree from the Darden School of Business at the University of Virginia.
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CONTACTS:
AMERICAN EXPRESS
Marina Norville
212-640-2832
Marina.H.Norville@aexp.com
Andrew Johnson
212-640-8610
Andrew.R.Johnson@aexp.com
ABOUT AMERICAN EXPRESS
American Express is a globally integrated payments company, providing customers with access to products, insights and experiences that enrich lives and build business success. Learn more at americanexpress.com and connect with us on facebook.com/americanexpress, instagram.com/americanexpress, linkedin.com/company/american-express, twitter.com/americanexpress, and youtube.com/americanexpress.
Key links to products, services and corporate responsibility information: charge and credit cards, business credit cards, travel services, gift cards, prepaid cards, merchant services, Accertify, InAuth, corporate card, business travel, and corporate responsibility.
Source: American Express Company
Location: Global
