8-KMaterial AgreementsExhibits & Filings

AMERICAN EXPRESS CO 8-K Report, Material Agreement (Jan 30, 2018)

Filed January 30, 2018For Securities:AXP

Summary

American Express Company (AXP) announced an amendment to a material definitive agreement with Berkshire Hathaway Inc. on January 29, 2018. This amendment primarily extends the scope of a pre-existing voting agreement between the two entities. The original agreement stipulated that Berkshire Hathaway would vote its AXP securities in alignment with the recommendations of American Express's Board of Directors as long as either Harvey Golub or Ken Chenault served as CEO. The key update is that this voting agreement will now continue to be in effect even after Stephen Squeri assumes the role of CEO, a transition that was slated to occur on February 1, 2018. This indicates a continued strategic alignment and a desire for stability in governance from a significant shareholder, Berkshire Hathaway, under new leadership.

Key Highlights

  • 1Amendment to a material definitive agreement between American Express and Berkshire Hathaway.
  • 2The agreement pertains to Berkshire Hathaway's voting of its American Express securities.
  • 3Berkshire Hathaway agreed to vote in accordance with the Board's recommendations.
  • 4This commitment was previously tied to Harvey Golub or Ken Chenault being CEO.
  • 5The amendment extends this voting commitment to apply under the new CEO, Stephen Squeri.
  • 6The new CEO transition was scheduled for February 1, 2018.
  • 7This signals continued shareholder support from a major investor during a leadership change.

Frequently Asked Questions

The main purpose of the amendment is to extend the existing voting agreement between American Express and Berkshire Hathaway. This ensures that Berkshire Hathaway will continue to vote its American Express securities in line with the company's Board of Directors' recommendations, even after the CEO transition to Stephen Squeri.

The amendment signifies a continued strong relationship and alignment between Berkshire Hathaway and American Express. By agreeing to extend the voting commitment under new leadership, Berkshire Hathaway demonstrates its ongoing support for the company's strategic direction and governance.

This voting agreement is significant because it shows that a major shareholder, Berkshire Hathaway, is committed to supporting the company's board decisions through a leadership change. This can be interpreted as a sign of stability and confidence in the company's future prospects under the new CEO, which may be reassuring to other investors.

The original agreement, dated February 27, 1995, stipulated that Berkshire Hathaway would vote its American Express securities according to the recommendation of the company's Board of Directors, as long as Harvey Golub or Ken Chenault was the Chief Executive Officer.