8-KOther Events

AMERICAN EXPRESS CO 8-K Report (Jan 28, 2002)

Filed January 28, 2002For Securities:AXP

Summary

This 8-K filing by American Express Company (AXP) on January 28, 2002, primarily serves to disclose important corporate governance changes and to furnish the company's fourth quarter and full-year 2001 earnings information. The most significant corporate governance update is the amendment to the company's By-Laws, approved by the Board of Directors on November 26, 2001. These amendments grant the Board more flexibility in scheduling the annual shareholder meeting and restrict the authority to call special shareholder meetings solely to the Board of Directors or the Chief Executive Officer. Furthermore, the filing includes the press release and earnings supplement detailing American Express's financial performance for the fourth quarter and the full fiscal year 2001. While specific financial figures are not detailed within this 8-K text, these exhibits are crucial for investors seeking to understand the company's recent profitability, revenue trends, and overall financial health as reported at the close of 2001. Investors should review these exhibits for a comprehensive understanding of the company's financial results and strategic direction.

Key Highlights

  • 1Amendments to Company By-Laws approved on November 26, 2001, granting the Board of Directors more control over annual shareholder meeting dates.
  • 2By-Laws now restrict the ability to call special shareholder meetings to the Board of Directors or the Chief Executive Officer.
  • 3Filing includes Exhibit 99.1: Press release announcing 2001 fourth quarter and full year earnings, dated January 28, 2002.
  • 4Filing includes Exhibit 99.2: 2001 Fourth Quarter/Full Year Earnings Supplement.
  • 5These filings provide investors with key financial performance data for the year ended December 31, 2001.
  • 6The report is filed on January 27, 2002, with the earliest event reported dating back to November 26, 2001.

Frequently Asked Questions

The By-Laws were amended to allow the Board of Directors to fix the date for the annual shareholder meeting, providing more flexibility beyond the previously specified March 15 to April 30 period. Additionally, the By-Laws were changed to permit only the Board of Directors or the Chief Executive Officer to call a special meeting of shareholders.

The detailed financial results are available in two exhibits filed with this 8-K report: Exhibit 99.1, which is the press release announcing the earnings, and Exhibit 99.2, the 2001 Fourth Quarter/Full Year Earnings Supplement.

The amendments consolidate control over shareholder meeting scheduling. The ability for only the Board or CEO to call special meetings could affect shareholder-initiated actions or activism. Investors should consult the full By-Laws (Exhibit 99.2B) for complete details on how these changes might impact shareholder rights and corporate governance.

The press release announcing American Express's 2001 fourth quarter and full-year earnings was issued on January 28, 2002.