AMERICAN EXPRESS CO — Director's Dealing 2014

Feb 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2014-02-06

Reporting Person: SCHULMAN DANIEL H (Group Pres, Enterprise Growth)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-06	Common Stock	M	94055	$39.87	Acquired	127151.612	Direct
2014-02-06	Common Stock	S	77466	$85.1951	Disposed	49685.612	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-06	Employee Stock Option (Right to Buy)	$39.87	M	94055	Disposed	2020-08-31	Common Stock (94055)	Direct

Footnotes

F1: The reported disposition represents the sale of shares to cover the cost of exercise and withholding tax obligations arising from the stock option exercise reported above and the sale of 25% of the net shares acquired from this exercise; the reporting person will retain 75% of the net shares in accordance with the Company's retention guidelines for executive officers.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.05 to $85.39. The reporting person undertakes to provide to American Express Company, any security holder of American Express Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F3: One-third of the options exercised became exercisable on 8/31/2011, one-third on 8/31/2012, and one-third on 8/31/2013.