form8k.htm



 
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): October 20, 2014
 

AMERICAN EXPRESS COMPANY
(Exact name of registrant as specified in its charter)
 
 

New York
  
1-7657
  
13-4922250
(State or other jurisdiction
of incorporation or organization)
  
(Commission File Number)
  
(IRS Employer Identification No.)
 

200 Vesey Street
New York, New York
  
10285
(Address of principal executive offices)
  
(Zip Code)
 

Registrant's telephone number, including area code: (212) 640-2000
 

Not Applicable
(Former name or former address, if changed since last report)
 
 
 

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):
 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
 
 
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
         
(a)           On October 20, 2014, the Board of Directors of American Express Company (the “Company”) approved an amendment to Section 3.7 of the Company’s By-Laws, effective immediately. The amended Section 3.7 permits the Board to designate one or more committees, each consisting of at least one director; provided, however, that the Audit and Compliance Committee, the Compensation and Benefits Committee and the Nominating and Governance Committee shall each consist of at least three directors. The previous provision required that all Board committees consist of at least three directors. The foregoing description of the By-Law amendment is qualified in its entirety by the text of the By-Laws, as amended, a copy of which is attached hereto as Exhibit 3.1 and incorporated herein by reference.


Item 9.01
Financial Statements and Exhibits
         
(d)           Exhibits

3.1
Company’s By-Laws, as amended through October 20, 2014.

 
 
 
 
 
 
-2-
 

 
 

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.
 
 
 
 

 
AMERICAN EXPRESS COMPANY
 
(REGISTRANT)
     
 
By:
/s/ Carol V. Schwartz
   
Name: Carol V. Schwartz
   
Title: Secretary
 


Date: October 21, 2014


 
 


 
-3-
 


 
EXHIBIT INDEX
 
Exhibit
Description
3.1
Company’s By-Laws, as amended through October 20, 2014.


 
 
 
 
-4-