AMERICAN EXPRESS CO — Director's Dealing 2015

May 19, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2015-05-18

Reporting Person: CHENAULT KENNETH I (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-18	Common Stock	M	312500	$57.77	Acquired	1093943	Direct
2015-05-18	Common Stock	M	343750	$58.98	Acquired	1437693	Direct
2015-05-18	Common Stock	M	85937	$49.13	Acquired	1523630	Direct
2015-05-18	Common Stock	S	74000	$80.3073	Disposed	1449630	Direct
2015-05-18	Common Stock	S	695000	$80.0495	Disposed	754630	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-18	Employee Stock Option (Right to Buy)	$57.77	M	312500	Disposed	2017-01-24	Common Stock (312500)	Direct
2015-05-18	Employee Stock Option (Right to Buy)	$58.98	M	343750	Disposed	2017-11-30	Common Stock (343750)	Direct
2015-05-18	Employee Stock Option (Right to Buy)	$49.13	M	85937	Disposed	2018-01-30	Common Stock (85937)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4158	Indirect
Common Stock	26148	Indirect
Common Stock	59122	Indirect
Common Stock	67568	Indirect
Common Stock	2850	Indirect
Common Stock	23915.84	Indirect

Footnotes

F1: The reported disposition represents the sale of shares acquired from stock option exercises and/or restricted stock vestings in prior years.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.07 to $80.55. 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: The reported disposition represents the sale of shares to cover the cost of exercise and withholding tax obligations arising from the stock option exercises reported above and the sale of 50% of the net shares acquired from these exercises; the reporting person will retain the balance of the net shares in accordance with the Company's retention guidelines for executive officers.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.79 to $80.33. 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.

F5: Shares held in reporting person's account under the Company's Retirement Savings Plan. This plan uses unit accounting, and the number of shares that a participant is deemed to hold varies with the unit price of the Company pooled stock fund.

F6: One-half of the options exercised became exercisable on 1/25/2010, and one-half became exercisable on 1/25/2011.