AXPAmerican Express

Certain Relationships and Transactions

“In the ordinary course of our business, we engage in transactions, arrangements and relationships with many other entities, including financial institutions and professional organizations. Some of our directors, director nominees, executive officers, greater than 5% shareholders and their immediate family members (each, a Related Person) may be directors, officers, partners, employees or shareholders of these entities. We carry out transactions with these entities on customary terms and, in many instances, these Related Persons may not have knowledge of them. To the Company’s knowledge, since January 1, 2025, no Related Person has had a material interest in any of our ongoing business transactions or relationships except as described in this section.”

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Our Related Person Transaction Policy

“Our written Related Person Transaction Policy governs Company transactions, arrangements and relationships involving more than $120,000 in which a Related Person has a direct or indirect material interest (Related Person Transactions). Under the policy, the Nominating, Governance and Public Responsibility Committee must provide prior review and oversight of, and approval or disapproval of, Related Person Transactions, other than certain pre-approved transactions (described below). The Nominating, Governance and Public Responsibility Committee will only approve a transaction if, after reviewing the relevant facts and circumstances, it determines that the transaction is consistent with the best interests of the Company. In the event we become aware of a Related Person Transaction that was not approved under the Related Person Transaction Policy, the Nominating, Governance and Public Responsibility Committee will consider the options available, including ratification, revision or termination of the transaction. The Related Person Transaction Policy does not supersede any other Company policy or procedure that may apply to any Related Person Transaction, including our Corporate Governance Principles and codes of conduct.”

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Our Related Person Transaction Policy

“The Company’s Corporate Secretary and Chief Governance Officer is responsible for assisting the Nominating, Governance and Public Responsibility Committee in carrying out its responsibilities, and Management is required to present to the Nominating, Governance and Public Responsibility Committee the material facts of any transaction that it believes may require review. In cases when it is impracticable or undesirable to delay a decision on a proposed transaction until the next meeting of the Nominating, Governance and Public Responsibility Committee, the Chair may review and approve the transaction and then report any approval to the full Nominating, Governance and Public Responsibility Committee at its next regularly scheduled meeting. If a matter before the Nominating, Governance and Public Responsibility Committee involves a member of such committee, the member must recuse themselves and may not participate in deliberations or vote on the matter.”

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Pre-Approved Categories of Related Person Transactions

“The Nominating, Governance and Public Responsibility Committee has pre-approved certain categories of transactions as being consistent with the best interests of the Company. These categories, which may exceed the prescribed threshold for Related Person Transactions, include but are not limited to, director and executive officer compensation, use of Company products and services, transactions involving indebtedness to the Company, certain banking-related transactions, certain ordinary course transactions, charitable contributions and indemnification payments.”

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Related Person Transactions

“Our executive officers and directors may from time to time take out loans from certain of our subsidiaries on the same terms that these subsidiaries offer to the general public. For example, our U.S. card-issuing bank subsidiary may extend credit to our directors and executive officers under our charge or lending products. All indebtedness from these transactions is in the ordinary course of our business and is on the same terms, including interest rates and collateral, in effect for comparable transactions with people not related to the Company or its subsidiaries. Such indebtedness involves normal risks of collection and does not have features or terms that are unfavorable to our subsidiaries. Our executive officers and directors may also enter into transactions with us involving other goods and services, such as travel services and deposit and checking products offered by subsidiaries of the Company. These transactions are also in the ordinary course of our business, and we provide them on terms that we offer to our customers generally.”

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Related Person Transactions

“Certain executive officers, directors and members of their immediate families are directors, employees or have equity interests in companies with whom the Company has entered into ordinary course business relationships from time to time and with whom the Company may enter into additional ordinary course business relationships. These may include ordinary course merchant acceptance relationships pursuant to which these companies accept our charge and credit card products and pay us fees when their customers use these cards, as well as use of the Company’s cards and financial and other products and services, including extensions of credit, on terms and conditions similar to those available to other customers generally. From time to time, we may enter into joint marketing or other relationships with one or more of these companies in the ordinary course that encourage”

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American Express Sustainability

“customers to apply for and use our cards. We may engage in other commercial transactions with these companies and pay or receive fees in those transactions. We have a number of similar ordinary course relationships with Berkshire Hathaway Inc. and its subsidiaries. We have also purchased insurance and other products from subsidiaries of Berkshire Hathaway Inc. in the ordinary course of business and on arm’s-length terms. For information regarding a letter agreement between us and Berkshire Hathaway Inc. related to Berkshire’s investment in the Company, please see “Stock Ownership Information” on pages 94-95.”

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American Express Sustainability

“Additionally, the Company may from time to time make charitable contributions to non-profit organizations where our directors or executive officers are directors or trustees.”

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American Express Sustainability

“Occasionally, we may have employees who are related to our executive officers, directors or director nominees. We compensate these individuals in a manner consistent with our practices that apply to all employees. The sister-in-law of Mr. Squeri, our Chairman and CEO, is employed by the Company in a non-executive officer position and received compensation in 2025 of between $310,000 and $340,000. The son-in-law of Mr. Le Caillec, our Chief Financial Officer, is employed by the Company in a non-executive officer position and received compensation in 2025 of between $125,000 and $155,000. The compensation and other terms of employment of each such employee was determined on a basis consistent with the Company’s human resources policies.”

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American Express Sustainability

“In addition, the son-in-law of Mr. Leonsis, one of our directors, is employed by the Company in a non-executive officer position and received compensation in 2025 between $145,000 and $175,000. In determining that such relationship would not impede Mr. Leonsis’ exercise of independent judgment, the Board took into account the fact that (i) the compensation and other terms of employment of such employee was determined on a basis consistent with the Company’s generally applicable human resource policies and (ii) Section 303A.02(b)(ii) of the NYSE Listed Company Manual and the Company’s Corporate Governance Principles provide that in determining director independence, compensation received by an immediate family member for service as an employee who is a non-executive officer need not be considered. As a result, the Board determined in accordance with the requirements of the NYSE and the Company’s Corporate Governance Principles that Mr. Leonsis is independent.”

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