What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-02-06 compared with 2025-02-07 · 425 added, 490 removed, 925 unchanged (50% of the section changed)

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BUSINESS INTRODUCTION

We are a globally integrated payments company with four reportable operating segments:

We are a global payments and premium lifestyle brand powered by technology with four reportable operating segments:

Consumer Services (USCS), Commercial Services (CS), International Card Services (ICS) and Global Merchant and Network Services (GMNS).

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Our range of products and services includes:

• Credit card, charge card, banking and other payment and financing products

• Merchant acquisition and processing, servicing and settlement, fraud prevention, and point-of-sale marketing and information products and services for merchants

• Credit and charge cards and complementary products and services, including travel, dining, lifestyle and expense management products and services

• Banking and other payment and financing products and services, including deposits and non-card lending

• Merchant acquisition and processing, servicing and settlement, fraud prevention, and point-of-sale marketing and information products and services

• Network services

• Travel and lifestyle services

• Expense management products and services

• Other services, such as the design and operation of customer loyalty programs

The following types of revenue are generated from our various products and services:

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• Net card fees, represent revenue earned from annual card membership fees, which vary based on the type of card and the number of cards for each account;

• Service fees and other revenue, primarily represent service fees earned from merchants and other customers, foreign currency-related fees charged to Card Members, Card Member delinquency fees, travel commissions and fees, and income (losses) from our investments in which we have significant influence;

• Processed revenue, primarily represents revenues related to network partnership agreements, comprising royalties, fees and amounts earned for facilitating transactions on cards issued by network partners.

Refer to the “Glossary of Selected Terminology” below for the definitions of certain key terms and related information appearing within this Form 10-K and “Critical Accounting Estimates” below for a discussion of certain of our accounting policies requiring significant management assumptions and judgements.

• Service fees and other revenue, primarily represent revenues related to network partnership agreements (comprising royalties, fees and amounts earned for facilitating transactions on cards issued by network partners), fees earned on alternative payment solutions facilitated by American Express, foreign currency-related fees charged to Card Members, loyalty coalition, merchant and other service fees, Card Member delinquency fees, travel commissions and fees, and income (losses) from our investments in which we have significant influence.

NON-GAAP MEASURES

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Our calculations of non-GAAP financial measures may differ from the calculations of similarly titled measures by other companies.

Beginning in the third quarter of 2025, we ceased reporting Net interest yield on average Card Member loans, a non-GAAP measure that was computed by dividing adjusted net interest income by average Card Member loans, and began reporting (together with prior period comparative information) Net interest yield on average Total loans and Card Member receivables, a GAAP measure that represents net interest income divided by average Card Member loans, Card Members loans held for sale (HFS), Other loans and Card Member receivables.

We believe that this new net interest yield metric reflects the evolution of our products over time, such as the expansion of lending features on our charge card portfolio.

See Table 1 for more information.

SUMMARY OF FINANCIAL PERFORMANCE

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$ 15.38 $ 14.01 $ 11.21 $ 1.37 10 % $ 2.80 25 %

Selected Balance Sheet Data

Selected Balance Sheet and Common Share Data

Cash and cash equivalents $ 47,792 $ 40,640 $ 46,596 $ 7,152 18 % $ (5,956) (13) %

Card Member receivables 59,411 60,411 57,613 (1,000) (2) 2,798 5

Card Member loans 139,674 125,995 107,964 13,679 11 18,031 17

Total loans and Card Member receivables (c)

224,791 208,317 193,492 16,474 8 14,825 8

Total loans and Card Member receivables (FX-adjusted) (a)(c)

211,043 190,826 13,748 7 17,491 9

Average Total loans and Card Member receivables

213,105 197,080 178,735 16,025 8 18,345 10

Customer deposits 152,488 139,413 129,144 13,075 9 10,269 8

Long-term debt $ 56,387 $ 49,715 $ 47,866 $ 6,672 13 % $ 1,849 4 %

Common Share Statistics (c)

Average common shares outstanding — diluted

696 713 736 (17) (2) % (23) (3) %

Cash dividends declared per common share $ 3.28 $ 2.80 $ 2.40 $ 0.48 17 % $ 0.40 17 %

Average common shares outstanding:

Basic 712 735 751 (23) (3) (16) (2)

Diluted 713 736 752 (23) (3) % (16) (2) %

Selected Metrics and Ratios

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1,669.8 1,550.9 1,459.6 $ 119 8 % $ 91 6 %

Total loans and Card Member receivables (d)

Billed business (billions) (FX-adjusted) (a)

$ 1,555.5 $ 1,453.1 $ 114 7 % $ 98 7 %

Total loans and Card Member receivables (FX-adjusted) (a)(d)

Net interest yield (d)

8.1% 7.9 % 7.3 %

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Common Equity Tier 1 10.5 % 10.5 % 10.5 %

# Denotes a variance of 100 percent or more

(a) The foreign currency adjusted information assumes a constant exchange rate between the periods being compared for purposes of currency conversion into U.S.

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We believe the presentation of information on a foreign currency adjusted basis is helpful to investors by making it easier to compare our performance in one period to that of another period without the variability caused by fluctuations in currency exchange rates.

(b) Represents net income, less (i) earnings allocated to participating share awards of $76 million, $64 million and $57 million for the years ended December 31, 2024, 2023 and 2022, respectively, and (ii) dividends on preferred shares of $58 million, $58 million and $57 million for the years ended December 31, 2024, 2023 and 2022, respectively.

(b) Represents net income, less (i) earnings allocated to participating share awards of $74 million, $76 million and $64 million for the years ended December 31, 2025, 2024 and 2023, respectively, and (ii) dividends on preferred shares of $58 million for each of the years ended December 31, 2025, 2024 and 2023.

Refer to Note 15 and Note 20 to the “Consolidated Financial Statements” for further details on preferred shares and earnings per common share (EPS), respectively.

(d) Total loans reflects Card Member loans and Other loans.

(d) Represents net interest income divided by average Card Member loans, Card Member loans HFS, Other loans and Card Member receivables.

(e) We present a net write-off rate based on principal losses only (i.e., excluding interest and/or fees) to be consistent with industry convention.

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Refer to Table 11 for 90+ days past billing metrics for corporate receivables.

(h) Return on average equity (ROE) is calculated by dividing (i) net income for the period by (ii) average shareholders’ equity for the period.

(h) Return on average equity (ROE) is calculated by dividing (i) net income by (ii) average shareholders’ equity.

BUSINESS PERFORMANCE

Our strong results for the year reflect the momentum and earnings power of our business model and our continued investments for growth.

We saw record levels of annual Card Member spending, strong new card acquisitions, excellent credit performance and disciplined expense management.

Net income for the year was $10.1 billion, or $14.01 per share, compared with net income of $8.4 billion, or $11.21 per share, a year ago.

Our full year results reflect the sale of Accertify Inc.

(Accertify), which resulted in a gain of $531 million ($479 million after tax or $0.66 per share).

Billed business grew by 6 percent, reflecting a stable spend environment for most of the year with an acceleration in the fourth quarter.

This growth was broad-based across geographies and across both G&S and T&E categories.

Consumer Services billed business grew by 7 percent year-over-year, with continued strength in spending by Millennial and Gen-Z Card Members as our products continue to resonate with these cohorts.

Commercial Services billed business grew by 2 percent on a year-over-year basis, reflecting continued modest growth from U.S.

small and mid-sized enterprise (SME) Card Members.

Spending by existing U.S.

SME Card Members declined slightly year-over-year, although we saw an improvement in small business sentiment in the fourth quarter and strong new card acquisitions for the year.

International Card Services billed business grew by 11 percent year-over-year (14 percent on an FX-adjusted basis), driven by continued strong growth in spend across all regions and customer types outside the United States.

Our strong results for the year reflect the earnings power of our business model, driven by our premium, high credit-quality customer base and the greater scale and operating leverage we have achieved over the last several years, as well as the impact of strategic investments that strengthen our Membership Model and drive growth.

We continued to see momentum across the business, with stable growth across Card Member spending and loans and strong growth in card fees, along with excellent credit performance.

We launched our refreshed U.S.

Consumer and Business Platinum Cards at the end of the third quarter and have seen strong customer demand and engagement.

The continued global expansion of our merchant network contributed to our growth, as we added millions of new merchant locations globally in 2025 and continued to increase coverage across our top international countries.

Total revenues net of interest expense increased 9 percent year-over-year (10 percent on an FX-adjusted basis).

Net income for the year was $10.8 billion, or $15.38 per share, compared with net income of $10.1 billion, or $14.01 per share, a year ago, which included a $0.66 per share gain from the sale of Accertify Inc.

Billed business grew 8 percent year-over-year (7 percent on an FX-adjusted basis), reflecting broad-based growth across geographies and across both Goods & Services (G&S) and Travel & Entertainment (T&E) categories.

1 G&S spend, which accounts for over 70 percent of our total billed business, continued to be driven by robust retail spending, and T&E spend benefited from sustained strength in restaurants, our largest T&E category.

Consumer Services billed business grew 8 percent, with continued momentum in spending by Millennial and Gen-Z Card Members, our fastest-growing cohorts, as our products continue to resonate with these younger customers.

Commercial Services billed business grew 3 percent, reflecting continued modest growth from U.S.

small and mid-sized enterprise (SME) Card Members.

International Card Services billed business grew 14 percent, driven by continued strong growth in spend across geographies and customer types outside the United States.

Overall transaction growth of 9 percent for the year reflects continued strong engagement from our customers.

Total revenues net of interest expense increased 10 percent (9 percent on an FX-adjusted basis).

1 Growth in billed business drove a 6 percent increase in Discount revenue, our largest revenue line.

Net card fees increased 16 percent year-over-year, reflecting high levels of new card acquisitions and Card Member retention, as well as the ongoing execution of our product refresh strategy.

Net interest income increased 18 percent versus the prior year, outpacing growth in Total loans and Card Member receivables of 8 percent year-over-year, primarily due to higher growth in our revolving loan balances.

The growth in Total loans and Card Member receivables and revolving loan balances both moderated over the course of the year.

During the fourth quarter, we reclassified $758 million of Card Member loans related to the Lowe’s small business cobrand portfolio from held for investment to held for sale (HFS).

Provisions for credit losses increased, primarily driven by higher net write-offs, partially offset by a lower reserve build compared to last year.

Net write-off and delinquency rates were relatively stable throughout the year and remain best-in-class supported by our premium global customer base, our strong focus on risk management and disciplined growth strategy.

Card Member rewards, Card Member services and Business development expenses, which are generally correlated to volumes or are variable based on usage, collectively grew slightly faster than revenues as we continue to enhance our value propositions, drive Card Member engagement and acquire more Card Members on premium products.

Marketing expense increased 16 percent year-over-year, as we invested at an elevated level in growth initiatives, including acquiring high spending, high credit-quality customers.

During the year we acquired a record 13 million proprietary new cards.

Operating expenses decreased 2 percent, primarily reflecting the gain recognized on the sale of Accertify and our continued operating expense discipline.

Net card fees increased 18 percent, reflecting high levels of new card acquisitions on fee-paying products, strong Card Member retention and our ongoing cycle of product refreshes.

Net interest income grew 12 percent, primarily reflecting growth in balances and net yield expansion.

Total loans and Card Member receivables increased 8 percent, in line with growth in billed business.

Credit performance was strong and stable throughout the year.

Net write-off and delinquency rates remained best-in-class, supported by our premium customer base, our strong focus on risk management and disciplined growth strategy.

Card Member rewards, Card Member services and Business development expenses, which are generally driven by volumes and usage, collectively grew faster than revenues as a result of enhancements to our value propositions to drive Card Member engagement and acquisition and the mix shift towards premium products.

Marketing expense increased 4 percent year-over-year as we continued to invest to acquire high-spending, high credit-quality customers.

Operating expense grew at a slower pace than revenue even as we continued to invest in enterprise risk management capabilities and technology to support business growth.

We remain focused on driving marketing and operating expense efficiencies over time.

During the year, we maintained our capital ratios within our current target range of 10 to 11 percent and returned $7.9 billion of capital to our shareholders in the form of share repurchases and common stock dividends.

During the year, we maintained our CET1 capital ratio within our target range of 10 to 11 percent and returned $7.6 billion of capital to our shareholders in the form of share repurchases and common stock dividends.

We plan to continue to return to shareholders the excess capital we generate while managing our CET1 capital ratio within our target range and supporting balance sheet growth.

We also expect to increase the regular quarterly dividend on common shares outstanding by approximately 17 percent beginning with the first quarter 2025 dividend declaration.

We plan to increase the regular quarterly dividend on common shares outstanding by approximately 16 percent beginning with the first quarter 2026 dividend declaration.

Our robust capital, funding and liquidity positions provide us with significant flexibility to maintain a strong balance sheet.

Our performance continues to give us confidence in our business model and while we recognize the uncertainty of the geopolitical and macroeconomic environment and the evolving regulatory and competitive landscape, we remain committed to executing on our strategy to deliver sustainable and profitable long-term growth.

The resiliency of our differentiated business model and the strength and stability of our performance give us confidence to navigate evolving competition and a range of economic environments.

While we recognize the uncertainty of the geopolitical and regulatory landscape, we continue to manage the company for the long term, focusing on backing our customers and colleagues, exercising disciplined expense management and strategically investing in our business.

See “Supervision and Regulation” under “Business” for information on legislative and regulatory changes that could have a material adverse effect on our results of operations and financial condition and “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” for information on potential impacts of macroeconomic, geopolitical and competitive conditions and certain litigation and regulatory matters on our business.

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“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 7, 2025.

Beginning in the first quarter of 2025, we made a presentation change to our Consolidated Statements of Income to consolidate Processed revenue within Service fees and other revenue and renamed Processed revenue to network partnership revenue.

Prior period amounts have been recast to conform to the current period presentation;

there was no impact to Total non-interest revenues.

Refer to Note 17 to the “Consolidated Financial Statements” for additional information.

TOTAL REVENUES NET OF INTEREST EXPENSE SUMMARY

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Service fees and other revenue 7,471 6,765 6,710 706 10 55 1

Processed revenue 1,636 1,705 1,637 (69) (4) 68 4

Total non-interest revenues 54,865 50,406 47,381 4,459 9 3,025 6

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Total revenues net of interest expense $ 72,229 $ 65,949 $ 60,515 $ 6,280 10 % $ 5,434 9 %

# Denotes a variance of 100 percent or more

TOTAL REVENUES NET OF INTEREST EXPENSE

Discount revenue increased, primarily driven by an increase in billed business of 6 percent.

Discount revenue increased, primarily driven by an increase in billed business of 8 percent, partially offset by lower average merchant discount rates due to shifts in geographic and merchant spend mix.

See Tables 5 and 6 for more details on billed business performance.

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See Table 5 for more details on proprietary new card acquisitions, proprietary cards-in-force and average fee per card.

Service fees and other revenue increased, primarily driven by increases in foreign exchange related revenues associated with Card Member cross-currency spending, loyalty coalition-related fees and merchant service fees, partially offset by Accertify revenues included in the prior year.

Processed revenue decreased, and was relatively flat on an FX-adjusted basis.

2 See Tables 5 and 6 for more details on processed volume performance.

Interest income increased, primarily driven by growth in revolving loan balances and higher interest rates.

Interest expense increased, primarily driven by higher interest rates paid on, and growth in, customer deposits and long-term debt.

2 Refer to footnote 1 on page 45 for details regarding foreign currency adjusted information.

Service fees and other revenue increased, primarily driven by higher foreign exchange-related revenues associated with Card Member cross-currency spending, a gain related to an equity transaction by GBTG, an equity method investee, resulting from its acquisition of CWT Holdings, LLC, and increases in network partnership revenue and loyalty coalition-related fees.

Interest income increased, primarily driven by growth in revolving loan balances, partially offset by lower interest rates.

Interest expense was relatively flat, primarily reflecting lower interest rates paid on customer deposits, offset by growth in customer deposits and long-term debt.

PROVISIONS FOR CREDIT LOSSES SUMMARY

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59 2 5 57 # (3) (60)

Reserve build (release) — Other (a)

24 — — 24 — — —

Total 438 302 204 136 45 98 48

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PROVISIONS FOR CREDIT LOSSES

Card Member loans provision for credit losses increased, primarily due to higher net write-offs driven by growth in loans outstanding, partially offset by a lower reserve build in the current year.

The reserve build in the current year was primarily driven by an increase in loans outstanding.

The reserve build in the prior year was primarily driven by an increase in loans outstanding and higher delinquencies.

Card Member receivables provision for credit losses decreased, primarily due to lower net write-offs, partially offset by a reserve release in the prior year.

The reserve release in the prior year was primarily driven by lower delinquencies, partially offset by an increase in receivables outstanding.

Other provision for credit losses increased, primarily due to higher net write-offs.

Card Member loans provision for credit losses decreased, primarily due to a lower reserve build in the current year, partially offset by higher net write-offs.

The reserve build in the current year was primarily driven by an increase in loans outstanding and deterioration in the macroeconomic outlook used in our reserve models, partially offset by the release of a reserve upon the reclassification of a small business cobrand portfolio to Card Member loans HFS from held for investment.

The reserve build in the prior year was primarily driven by an increase in loans outstanding.

Card Member receivables provision for credit losses decreased, primarily due to lower net write-offs, partially offset by a reserve build in the current year.

The reserve build in the current year was primarily driven by deterioration in the macroeconomic outlook used in our reserve models and an increase in receivables outstanding.

Other provision for credit losses increased, primarily due to a higher reserve build in the current year, partially offset by lower net write-offs.

The reserve build in the current year was primarily related to partner obligations and an increase in loans outstanding.

EXPENSES SUMMARY

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Card Member rewards expense increased, driven by increases in Membership Rewards and cash back rewards expenses, collectively, of $1,234 million, and cobrand rewards expense of $576 million, all of which were primarily driven by higher billed business.

In the second half of the year, the increase in Membership Rewards expense was also driven by an increase in the Ultimate Redemption Rate (URR) and slightly higher redemption costs reflecting a shift in the mix of Card Member redemptions.

The Membership Rewards URR for current program participants was 96 percent (rounded down) at both December 31, 2024 and 2023.

Business development expense increased, primarily due to increased partner payments driven by higher network volumes, partially offset by lower client incentives and a prior-year charge related to revenue allocated to a joint venture partner.

Card Member services expense increased, primarily due to growth in premium card accounts, contributing to a higher usage of travel-related benefits.

Marketing expense increased, reflecting higher levels of spending on customer acquisition and other growth initiatives.

Salaries and employee benefits expense increased, primarily driven by higher incentive and compensation costs, partially offset by lower restructuring costs.

Other expenses decreased, primarily driven by the gain recognized on the sale of Accertify, foreign exchange-related gains and net gains on Amex Ventures investments, partially offset by an increase in legal reserves, higher professional service costs and a charge associated with an increase in international non-income tax reserves.

The effective tax rate was 21.5 percent and 20.3 percent for 2024 and 2023, respectively.

The increase in the effective tax rate primarily reflected discrete tax benefits in the prior year.

The increase in Membership Rewards expense was also driven by a benefit in the prior year from enhancements to the models that estimate future redemptions of Membership Reward points by U.S.

Card Members.

The increase in cash back rewards expense also reflected the impact associated with a card product migration.

The Membership Rewards Ultimate Redemption Rate (URR) for current program participants was 96 percent (rounded down) at both December 31, 2025 and 2024.

Business development expense increased, primarily due to increased partner payments and higher client incentives, both of which were driven by higher network volumes.

Card Member services expense increased, primarily due to higher usage of Card Member benefits and the introduction of new U.S.

Platinum benefits.

Marketing expense increased, primarily due to higher levels of spending on customer acquisition and brand advertising.

Salaries and employee benefits expense increased, primarily driven by higher compensation and incentive costs.

Other expenses increased, primarily driven by the gain recognized in the prior year on the sale of Accertify, higher professional services and technology costs, partially offset by a prior-year increase in legal reserves and a prior-year charge associated with an increase in international non-income tax reserves.

The effective tax rate was 21.5 percent for both 2025 and 2024, primarily reflecting the continued implementation of the global minimum tax offset by discrete tax benefits in the current period.

SELECTED CARD-RELATED STATISTICAL INFORMATION

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Billed business $ 1,669.8 $ 1,550.9 $ 1,459.6 8 6

Processed volumes $ 213.9 $ 220.5 $ 214.5 (3) 3

Cards-in-force (millions)

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International Card Services 14 13 11 14

Processed volumes (3) — 3 6

Merchant industry billed business metrics

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Card Member loans and receivables:

Card Member loans and receivables $ 213,863 $ 199,085 $ 186,406 7 % 7 %

Average Card Member loans and receivables $ 202,975 $ 188,971 $ 172,473 7 % 10 %

Net write-off rate — principal, interest and fees (a)

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Net write-offs — principal less recoveries (3,176) (2,894) (2,043) 10 42

Net write-offs — interest and fees less recoveries (621) (443) (229) 40 93

Net write-offs — interest and fees

(692) (621) (443) 11 40

31 (33) 18 # #

Ending balance $ 5,909 $ 5,679 $ 5,118 4 11

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% of past due 279 % 288 % 297 %

Average loans

$ 130,758 $ 114,816 $ 95,369 14 20

Net write-off rate — principal, interest and fees (a)

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(d) Other includes foreign currency translation adjustments.

NET INTEREST YIELD ON AVERAGE CARD MEMBER LOANS

Years Ended December 31,

(Millions, except percentages)

2024 2023 2022

Net interest income $ 15,543 $ 13,134 $ 9,895

Interest expense not attributable to our Card Member loan portfolio (a)

3,599 2,943 1,268

Interest income not attributable to our Card Member loan portfolio (b)

(3,599) (2,896) (1,023)

Adjusted net interest income (c)

$ 15,543 $ 13,181 $ 10,140

Average Card Member loans including loans held for sale (d)

$ 130,817 $ 114,816 $ 95,369

Net interest income divided by average Card Member loans (c)

11.9 % 11.4 % 10.4 %

Net interest yield on average Card Member loans (c)

11.9 % 11.5 % 10.6 %

(a) Primarily represents interest expense attributable to maintaining our corporate liquidity pool and funding Card Member receivables.

(b) Primarily represents interest income attributable to Other loans, interest-bearing deposits and the fixed income investment portfolios.

Refer to the “Glossary of Selected Terminology” below for the definitions of these terms.

We believe adjusted net interest income is useful to investors because it represents the interest expense and interest income attributable to our Card Member loan portfolio and is a component of net interest yield on average Card Member loans, which provides a measure of profitability of our Card Member loan portfolio.

Net interest yield on average Card Member loans reflects adjusted net interest income divided by average Card Member loans, computed on an annualized basis.

Net interest income divided by average Card Member loans, computed on an annualized basis, a GAAP measure, includes elements of total interest income and total interest expense that are not attributable to the Card Member loan portfolio, and thus is not representative of net interest yield on average Card Member loans.

(d) For purposes of the calculation of net interest yield on Card Member loans, average loans includes loans held for sale (HFS) as we continue to recognize interest income on these loans until they are sold.

Refer to Note 1 to the Consolidated Financial Statements for further information on loans HFS.

BUSINESS SEGMENT RESULTS OF OPERATIONS

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within the GMNS segment, discount revenue generally reflects the network and acquirer component of the overall discount revenue being allocated.

Net card fees, processed revenue and certain other revenues are directly attributable to the segment in which they are reported.

Net card fees and Service fees and other revenues are generally directly attributable to the segment in which they are reported.

Interest and fees on loans and certain investment income is directly attributable to the segment in which it is reported.

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The provisions for credit losses are directly attributable to the segment in which they are reported.

Card Member rewards and Card Member services expenses are included in each segment based on the actual expenses incurred.

Business development and Marketing expenses are included in each segment based on the actual expenses incurred.

Card Member rewards, Business development, Card Member services and Marketing expenses are included in each segment based on the actual expenses incurred.

Global brand advertising is primarily allocated to the segments based on the relative levels of revenue.

Salaries and employee benefits and other expenses reflect both costs incurred directly within each segment, as well as allocated expenses.

Salaries and employee benefits and other expenses reflect costs incurred directly within each segment, as well as allocated expenses.

The allocated expenses include service costs, which primarily reflect salaries and benefits associated with our technology and customer servicing groups, and overhead expenses.

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Pretax segment income $ 6,810 $ 6,377 $ 5,433 $ 433 7 % $ 944 17 %

# Denotes a variance of 100 percent or more

USCS issues a wide range of proprietary consumer cards and provides services to U.S.

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Net card fees increased 20 percent, primarily driven by growth in our premium card portfolios.

Service fees and other revenue increased 5 percent, primarily driven by revenue from the sale of reward points and higher delinquency fees, partially offset by lower travel commissions and fees from our Amex Travel business.

Interest income increased, primarily driven by growth in revolving loan balances and higher interest rates.

Interest expense increased, primarily driven by a higher cost of funds due to segment net asset growth and higher interest rates.

Service fees and other revenue increased 12 percent, primarily driven by higher travel commissions and fees from our consumer travel business and a discrete revenue adjustment related to certain cash advance fees from prior years.

Interest income increased, primarily driven by growth in revolving loan balances, partially offset by lower interest rates.

Interest expense was relatively flat, reflecting segment net asset growth, offset by lower cost of funds due to lower interest rates.

PROVISIONS FOR CREDIT LOSSES

Card Member loans provision for credit losses increased, primarily due to higher net write-offs, partially offset by a lower reserve build in the current year.

The reserve build in the current year was primarily driven by an increase in loans outstanding.

The reserve build in the prior year was primarily driven by an increase in loans outstanding and higher delinquencies.

Card Member receivables provision for credit losses decreased, primarily due to a higher reserve release and lower net write-offs in the current year.

The reserve releases in both the current and prior years were primarily driven by lower delinquencies and a decrease in receivables outstanding.

Other provision for credit losses increased, primarily due to higher net write-offs and a higher reserve build in the current year.

The reserve builds in both the current and prior years were primarily driven by increases in Other loans outstanding.

Total expenses increased, primarily driven by higher Card Member rewards, Card Member services and Marketing expenses.

Card Member rewards expense increased, primarily driven by higher billed business.

In the second half of the year, the increase in Membership Rewards expense was also driven by an increase in the URR and slightly higher redemption costs reflecting a shift in the mix of Card Member redemptions.

Card Member loans provision for credit losses decreased, primarily due to a lower reserve build in the current year, partially offset by higher net write-offs.

The reserve build in the prior year was primarily driven by an increase in loans outstanding.

Card Member receivables provision for credit losses increased, primarily due to a reserve build in the current year versus a reserve release in the prior year, partially offset by lower net write-offs.

The reserve build in the current year was primarily driven by an increase in delinquencies.

The reserve release in the prior year was primarily driven by lower delinquencies and a decrease in receivables outstanding.

Other provision for credit losses increased, primarily due to a higher reserve build in the current year and higher net write-offs.

The reserve build in the current year was primarily driven by an increase in other loans outstanding and reserves related to partner obligations.

The reserve build in the prior year was primarily driven by an increase in other loans outstanding.

Total expenses increased, primarily driven by higher Card Member services, Card Member rewards and Salaries and employee benefits and other expenses.

Card Member rewards expense increased, primarily driven by increases in Membership Rewards, cash back and cobrand rewards expenses, all of which were primarily driven by higher billed business.

The increase in Membership Rewards expense was also driven by the above mentioned benefit in the prior year from enhancements to the U.S.

The increase in cash back rewards expense also reflected the impact associated with a card product migration.

Business development expense increased, primarily due to increased partner payments driven by higher billed business.

Card Member services expense increased, primarily due to growth in premium card accounts, contributing to a higher usage of travel-related benefits.

Marketing expense increased, reflecting higher levels of spending on customer acquisition and other growth initiatives.

Salaries and employee benefits and other expenses increased, primarily due to an increase in allocated service costs.

Card Member services expense increased, primarily due to higher usage of Card Member benefits and the introduction of new U.S.

Platinum benefits.

Marketing expense increased, primarily due to higher levels of spending on customer acquisition and brand advertising.

Salaries and employee benefits and other expenses increased, primarily due to an increase in allocated service costs and compensation costs.

USCS SELECTED STATISTICAL INFORMATION

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$ 122,968 $ 114,228 $ 107,158 8 7

Card Member loans:

$ 92,632 $ 83,207 $ 72,660 11 15

Average loans

$ 85,264 $ 75,975 $ 63,720 12 19

Card Member loans and receivables:

Card Member loans and receivables $ 114,368 $ 107,051 $ 97,996 7 9

Average Card Member loans and receivables $ 106,377 $ 98,928 $ 89,651 8 10

Net write-off rate — principal, interest and fees (a)

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30+ days past due as a % of total 1.3 % 1.3 % 1.3 %

Calculation of Net Interest Yield on Average Card Member Loans:

Net interest income

$ 11,290 $ 9,652 $ 7,474

Interest expense not attributable to our Card Member loan portfolio (b)

Interest income not attributable to our Card Member loan portfolio (c)

(557) (386) (228)

Adjusted net interest income (d)

$ 10,931 $ 9,458 $ 7,385

Average Card Member loans

Card Member loans:

$ 100,171 $ 92,632 $ 83,207 8 11

Net interest income divided by average Card Member loans (d)

Net write-off rate — principal, interest and fees (a)

2.7 % 2.7 % 2.2 %

Net interest yield on average Card Member loans (d)

Net write-off rate — principal only (a)

2.1 % 2.2 % 1.7 %

30+ days past due as a % of total 1.3 % 1.4 % 1.4 %

Card Member receivables:

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(a) Refer to Table 7 footnote (a).

(b) Refer to Table 8 footnote (a).

(d) Refer to Table 8 footnote (c).

COMMERCIAL SERVICES

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Pretax segment income $ 3,668 $ 3,505 $ 2,861 $ 163 5 % $ 644 23 %

# Denotes a variance of 100 percent or more

CS issues a wide range of proprietary corporate and small business cards and provides services to U.S.

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Net card fees increased 11 percent, primarily driven by growth in our premium card portfolios.

Service fees and other revenue decreased 7 percent, primarily driven by lower travel commissions and fees from our Amex Travel business.

Service fees and other revenue increased 6 percent, primarily driven by higher travel commissions and fees and higher foreign exchange-related revenues associated with Card Member cross-currency spending.

Interest income increased, primarily driven by growth in revolving loan balances and higher interest rates.

Interest expense increased, primarily driven by a higher cost of funds due to segment net asset growth and higher interest rates.

Interest expense increased, primarily driven by segment net asset growth, partially offset by a lower cost of funds due to lower interest rates.

PROVISIONS FOR CREDIT LOSSES

Card Member loans provision for credit losses increased, primarily due to higher net write-offs, partially offset by a lower reserve build in the current year.

The reserve build in the current year was primarily driven by an increase in loans outstanding.

The reserve build in the prior year was primarily driven by an increase in loans outstanding and higher delinquencies.

Card Member receivables provision for credit losses decreased, primarily due to lower net write-offs, partially offset by a reserve release in the prior year.

The reserve release in the prior year was primarily driven by lower delinquencies and a decrease in receivables outstanding.

Total expenses increased, primarily driven by higher Marketing and Card Member rewards expenses, partially offset by a decrease in Operating expenses and Business development expense.

Card Member rewards expense increased, primarily driven by higher billed business and slightly higher redemption costs in the second half of the year, partially offset by a decrease in the Membership Rewards URR.

Business development expense decreased, primarily due to lower client incentives, partially offset by increased partner payments due to higher billed business.

Card Member services expense increased, primarily due to growth in premium card accounts, contributing to a higher usage of travel-related benefits.

Marketing expense increased, reflecting higher levels of spending on customer acquisition and other growth initiatives.

Salaries and employee benefits and other expenses decreased, primarily driven by a decrease in allocated service costs and lower restructuring costs, partially offset by higher compensation.

The reserve build in the prior year was primarily driven by an increase in loans outstanding.

Card Member receivables provision for credit losses decreased, primarily due to a reserve release in the current year and lower net write-offs.

The reserve release in the current year was primarily driven by lower delinquencies.

Other provision for credit losses increased, primarily due to a higher reserve build in the current year and higher net write-offs.

The reserve build in the current year was primarily driven by an increase in other loans outstanding and reserves related to partner obligations.

Total expenses increased, primarily driven by higher Card Member rewards, Business development expense and Salaries and employee benefits and other expenses.

Card Member rewards expense increased, primarily driven by increases in Membership Rewards and cobrand rewards expenses, which were primarily driven by higher billed business.

The increase in Membership Rewards expense was also driven by changes to the Membership Rewards program for U.S.

Business Platinum cards.

Business development expense increased, primarily due to higher client incentives and increased partner payments, both of which were driven by higher billed business.

Card Member services expense increased, primarily due to higher usage of business services benefits and the introduction of new U.S.

Business Platinum benefits.

Marketing expense was relatively flat.

Salaries and employee benefits and other expenses increased, primarily due to increases in compensation costs and allocated service costs, partially offset by lower professional services and technology costs.

CS SELECTED STATISTICAL INFORMATION

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$ 63,168 $ 58,969 $ 55,361 7 7

Card Member loans:

$ 29,647 $ 25,838 $ 21,406 15 21

Average loans

$ 28,518 $ 23,877 $ 19,271 19 24

Card Member loans and receivables:

Card Member loans and receivables $ 56,086 $ 54,592 $ 52,060 3 5

Average Card Member loans and receivables $ 56,711 $ 54,362 $ 50,621 4 7

Net write-off rate — principal, interest and fees (a)

2.2 % 2.0 % 1.7 %

Net write-off rate — principal only (a)

2.3 % 1.7 % 0.7 %

30+ days past due as a % of total 1.5 % 1.4 % 0.9 %

Calculation of Net Interest Yield on Average Card Member Loans:

Net interest income $ 2,640 $ 1,845 $ 1,373

Interest expense not attributable to our Card Member loan portfolio (b)

Interest income not attributable to our Card Member loan portfolio (c)

Net write-off rate — principal only — small business (a)(b)

2.3 % 2.2 % 1.9 %

Adjusted net interest income (d)

30+ days past due as a % of total — small business

1.5 % 1.5 % 1.5 %

Average Card Member loans including loans held for sale (e)

Card Member loans:

$ 30,833 $ 29,647 $ 25,838 4 15

Net interest income divided by average Card Member loans (d)

Net write-off rate — principal, interest and fees (a)

3.0 % 2.7 % 2.0 %

Net interest yield on average Card Member loans (d)

Net write-off rate — principal only (a)

2.6 % 2.3 % 1.7 %

30+ days past due as a % of total 1.7 % 1.5 % 1.4 %

Card Member receivables:

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$ 25,253 $ 24,945 $ 26,222 1 % (5) %

Net write-off rate — principal and fees (f)

Net write-off rate — principal and fees (a)

1.2 % 1.3 % 1.5 %

Net write-off rate — principal only (a) — small business

Net write-off rate — principal only — small business (a)(b)

1.7 % 1.9 % 2.1 %

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1.2 % 1.3 % 1.5 %

90+ days past billing as a % of total (f) — corporate

90+ days past billing as a % of total — corporate (b)

0.5 % 0.4 % 0.4 %

(a) Refer to Table 7 footnote (a).

(b) Refer to Table 8 footnote (a).

(d) Refer to Table 8 footnote (c).

(e) Refer to Table 8 footnote (d).

(f) For corporate receivables, delinquency data is tracked based on days past billing status rather than days past due.

(b) For corporate receivables, delinquency data is tracked based on days past billing status rather than days past due.

A Card Member account is considered 90 days past billing if payment has not been received within 90 days of the Card Member’s billing statement date.

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ICS also provides services to our international customers, including travel and lifestyle services, and manages certain international joint ventures and our loyalty coalition business.

On January 12, 2026, we acquired our partner’s interest in our Switzerland joint venture (Swisscard AECS GmbH), resulting in Swisscard becoming a wholly owned subsidiary.

Through December 31, 2025, we accounted for Swisscard under the equity method, with our share of Swisscard’s net income reported within Service fees and other revenue.

For reporting periods beginning January 1, 2026, we will consolidate Swisscard and reflect its financial results within the respective report lines across our financial statements;

Swisscard will continue to be reported within the ICS segment.

TOTAL REVENUES NET OF INTEREST EXPENSE

Non-interest revenues increased, primarily driven by higher Discount revenue and Net card fees.

Discount revenue increased 10 percent (13 percent on an FX-adjusted basis), primarily reflecting an increase in billed business.

Discount revenue increased 12 percent, primarily reflecting an increase in billed business.

See Tables 5, 6, and 13 for more details on billed business performance.

Net card fees increased 16 percent (20 percent on an FX-adjusted basis), primarily driven by growth in our premium card portfolios.

Service fees and other revenue increased 2 percent, primarily driven by higher foreign exchange related revenues associated with Card Member cross-currency spending and loyalty coalition-related fees, partially offset by a benefit in the prior year related to a portion of the revenue allocated to a joint venture partner as described in Business development expense below, as well as lower delinquency fees.

Net card fees increased 20 percent, primarily driven by growth in our premium card portfolios.

Service fees and other revenue increased 14 percent (11 percent on an FX-adjusted basis), primarily driven by an increase in foreign exchange-related revenues associated with Card Member cross-currency spending, higher loyalty coalition-related fees and higher income from equity method investments primarily related to the partial sale of a card portfolio by Swisscard.

Interest income increased, primarily driven by growth in revolving loan balances, partially offset by lower interest rates.

Interest expense increased, primarily driven by a higher cost of funds due to segment net asset growth.

Interest expense increased, primarily driven by a higher cost of funds due to segment net asset growth, partially offset by lower interest rates.

PROVISIONS FOR CREDIT LOSSES

Card Member loans provision for credit losses increased, primarily due to higher net write-offs, partially offset by a lower reserve build in the current year.

The reserve build in the current year was primarily driven by an increase in loans outstanding, partially offset by lower delinquencies.

The reserve build in the prior year was primarily driven by an increase in loans outstanding, partially offset by the performance of portfolios in certain international markets.

Card Member receivables provision for credit losses decreased, primarily due to lower net write-offs, partially offset by a reserve build in the current year versus a reserve release in the prior year.

The reserve build in the current year was primarily driven by an increase in receivables outstanding.

The reserve release in the prior year was primarily driven by lower delinquencies, partially offset by an increase in receivables outstanding.

Card Member loans provision for credit losses increased, primarily due to higher net write-offs and a higher reserve build in the current year.

The reserve build in the current year was primarily driven by an increase in loans outstanding.

The reserve build in the prior year was primarily driven by an increase in loans outstanding, partially offset by lower delinquencies.

Card Member receivables provision for credit losses increased, primarily due to higher net write-offs and a higher reserve build in the current year.

The reserve builds in both the current and prior year were primarily driven by increases in receivables outstanding.

2 Refer to footnote 1 on page 44 for details regarding foreign currency adjusted information.

Total expenses increased, primarily driven by higher Card Member rewards, Card Member services and Operating expenses.

Card Member rewards expense increased, primarily driven by higher billed business and an increase in the Membership Rewards URR, partially offset by lower redemption costs.

Business development expense increased, primarily due to increased partner payments driven by higher billed business, partially offset by a prior-year charge related to revenue allocated to a joint venture partner.

Card Member services expense increased, primarily due to growth in premium card accounts, contributing to a higher usage of travel-related benefits.

Total expenses increased, primarily driven by higher Card Member rewards and Card Member services expenses.

Card Member rewards expense increased, primarily driven by increases in Membership Rewards and cobrand rewards expenses, which were primarily driven by higher billed business.

Business development expense increased, primarily due to higher loyalty coalition-related costs and increased partner payments driven by higher billed business, partially offset by a lower charge in the current year related to revenue allocated to a joint venture partner.

Card Member services expense increased, primarily due to higher usage of travel-related benefits.

Marketing expense increased, reflecting higher levels of spending on customer acquisition and other growth initiatives.

Salaries and employee benefits and other expenses increased, primarily due to a charge associated with an increase in international non-income tax reserves and higher allocated service costs, partially offset by a one-time fee from a partner.

Salaries and employee benefits and other expenses was relatively flat, primarily reflecting higher allocated service costs and compensation costs and a one-time fee from a partner in the prior year, offset by a charge associated with an increase in international non-income tax reserves in the prior year.

ICS SELECTED STATISTICAL INFORMATION

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$ 50,089 $ 42,879 $ 42,234 17 2

Card Member loans - consumer and small business:

$ 17,395 $ 16,950 $ 13,844 3 22

Average loans

$ 16,976 $ 14,964 $ 12,314 13 22

Card Member loans and receivables:

Card Member loans and receivables $ 43,409 $ 37,442 $ 36,350 16 3

Average Card Member loans and receivables $ 39,886 $ 35,681 $ 32,202 12 11

Net write-off rate — principal, interest and fees (a)

1.9 % 1.9 % 2.3 %

Net write-off rate — principal only (a)

2.1 % 2.1 % 1.2 %

30+ days past due as a % of total 1.2 % 1.3 % 1.2 %

Calculation of Net Interest Yield on Average Card Member Loans:

Net interest income $ 1,092 $ 958 $ 799

Interest expense not attributable to our Card Member loan portfolio (b)

Interest income not attributable to our Card Member loan portfolio (c)

Net write-off rate — principal only — consumer and small business (a)(b)

1.8 % 1.8 % 2.2 %

Adjusted net interest income (d)

30+ days past due as a % of total — consumer and small business

1.1 % 1.0 % 1.1 %

Average Card Member loans

Card Member loans - consumer and small business:

$ 20,828 $ 17,395 $ 16,950 20 3

Net interest income divided by average Card Member loans (d)

Net write-off rate — principal, interest and fees (a)

2.4 % 2.5 % 2.5 %

Net interest yield on average Card Member loans (d)

Net write-off rate — principal only (a)

2.0 % 2.1 % 2.1 %

30+ days past due as a % of total 1.2 % 1.2 % 1.3 %

Card Member receivables:

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$ 22,581 $ 20,047 $ 19,400 13 % 3 %

Net write-off rate — principal and fees (e)

Net write-off rate — principal and fees (a)

1.4 % 1.4 % 2.1 %

Net write-off rate — principal only (a) — consumer and small business

Net write-off rate — principal only — consumer and small business (a)(b)

1.5 % 1.5 % 2.2 %

1 unchanged sentence

0.9 % 0.8 % 1.0 %

90+ days past billing as a % of total (e) — corporate

90+ days past billing as a % of total — corporate (b)

0.5 % 0.4 % 0.5 %

(a) Refer to Table 7 footnote (a).

(b) Refer to Table 8 footnote (a).

(d) Refer to Table 8 footnote (c).

(e) For corporate receivables, delinquency data is tracked based on days past billing status rather than days past due.

(b) For corporate receivables, delinquency data is tracked based on days past billing status rather than days past due.

A Card Member account is considered 90 days past billing if payment has not been received within 90 days of the Card Member’s billing statement date.

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$ 18,686 $ 17,712 $ 23,714 5 % (25) %

# Denotes a variance of 100 percent or more

GMNS operates a global payments network that processes and settles card transactions, acquires merchants and provides multi-channel marketing programs and capabilities, services and data analytics, leveraging our global integrated network.

1 unchanged sentence

TOTAL REVENUES NET OF INTEREST EXPENSE

Non-interest revenues increased, primarily driven by higher Discount revenue, partially offset by lower Processed revenue.

Discount revenue increased 3 percent, primarily driven by an increase in billed business, partially offset by lower average merchant discount rates.

Non-interest revenues increased, primarily driven by higher Discount revenue and Service fees and other revenue.

Discount revenue increased 4 percent, primarily driven by an increase in billed business, partially offset by lower average merchant discount rates due to shifts in geographic and merchant spend mix.

See Tables 5 and 6 for more details on billed business performance.

Service fees and other revenue increased 1 percent, primarily driven by higher merchant service fees and foreign exchange-related revenues associated with Card Member cross-currency spending, largely offset by Accertify revenues included in the prior year.

Processed revenue decreased 2 percent and increased 4 percent on an FX-adjusted basis.

Service fees and other revenue increased 6 percent, primarily driven by increases in network partnership revenues and foreign exchange-related revenues associated with Card Member cross-currency spending, partially offset by Accertify revenues included in the prior year.

GMNS receives an interest expense credit relating to internal transfer pricing due to its merchant payables.

Net interest income decreased, primarily due to a lower interest expense credit, largely driven by a decrease in interest rates in international markets, partially offset by higher average merchant payables.

4 Refer to footnote 1 on page 45 for details regarding foreign currency adjusted information.

Total expenses decreased, primarily driven by lower Operating expenses.

Business development expense decreased, primarily due to decreased partner payments driven by lower volumes from certain network issuing partners.

Marketing expense decreased, reflecting lower levels of spending on merchant engagement and other growth initiatives.

Salaries and employee benefits and other expenses decreased, primarily driven by the gain recognized on the sale of Accertify included in the Other, net component of operating expenses, partially offset by an increase in allocated service costs.

Net interest income decreased, primarily due to lower interest rates in international markets, partially offset by higher interest expense credit, primarily driven by an increase in average merchant payables.

PROVISIONS FOR CREDIT LOSSES

Provisions for credit losses increased, primarily due to higher reserve builds related to partner obligations, partially offset by lower net write-offs in the current year.

Total expenses increased, primarily driven by higher Salaries and employee benefits and other expenses.

Business development expense increased, primarily due to increased partner payments driven by higher network volumes.

Marketing expense decreased, primarily due to lower spend on merchant engagement and other growth initiatives.

Salaries and employee benefits and other expenses increased, primarily driven by the gain in the prior year recognized on the sale of Accertify included in the Other, net component of operating expenses, partially offset by a decrease in allocated service costs.

CORPORATE & OTHER

Corporate functions and certain other businesses are included in Corporate & Other.

Corporate & Other pretax loss was $2.4 billion in both 2024 and 2023.

Increases in foreign exchange gains and net gains on Amex Ventures investments year-over-year were offset largely by an increase in legal reserves.

Corporate & Other pretax loss was $2.3 billion and $2.4 billion in 2025 and 2024, respectively.

The decrease in the pretax loss was primarily driven by a prior-year increase in legal reserves and the previously-mentioned gain related to an equity transaction by GBTG, an equity method investee, partially offset by higher compensation.

CONSOLIDATED CAPITAL RESOURCES AND LIQUIDITY

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We report our capital ratios using the Basel III capital definitions and the Basel III standardized approach for calculating risk-weighted assets.

As discussed above, we became a Category III firm in the third quarter of 2024 and thus are subject to a CET1 countercyclical capital buffer requirement (if enacted by the Federal Reserve) and a minimum supplementary leverage ratio.

See “Supervision and Regulation — Capital and Liquidity Regulation” under “Business” for more information.

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American Express Company

($ in Billions)

($ in Millions)

December 31, 2025

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CET1 capital is common shareholders’ equity, adjusted for ineligible goodwill and intangible assets and certain deferred tax assets.

CET1 capital is also adjusted for the CECL final rules, as described below.

Tier 1 Risk-Based Capital Ratio — Calculated as Tier 1 capital divided by risk-weighted assets.

3 unchanged sentences

Total Risk-Based Capital Ratio — Calculated as the sum of Tier 1 capital and Tier 2 capital divided by risk-weighted assets.

Tier 2 capital is the sum of the allowable allowance for credit losses adjusted for the CECL final rules, and $1,750 million of eligible subordinated notes, adjusted for capital held by insurance subsidiaries.

Tier 2 capital is the sum of the allowable allowance for credit losses and $1,750 million of eligible subordinated notes, adjusted for capital held by insurance subsidiaries.

The $1,750 million of eligible subordinated notes includes the $500 million subordinated debt issued in April 2024, the $500 million subordinated debt issued in July 2023 and the $750 million subordinated debt issued in May 2022.

Tier 1 Leverage Ratio — Calculated as Tier 1 capital divided by average total consolidated assets for the most recent quarter.

Average total consolidated assets reflect quarterly average assets adjusted for applicable regulatory deductions from Tier 1 capital.

Supplementary Leverage Ratio — Calculated as Tier 1 capital divided by total leverage exposure.

Total leverage exposure includes total average on-balance sheet assets and certain off-balance sheet exposures, less amounts permitted to be deducted from Tier 1 capital.

We elected to delay the recognition of $0.7 billion of reduction in regulatory capital from the adoption of the CECL methodology for two years, followed by a three-year phase-in period at 25 percent once per year beginning January 1, 2022, pursuant to rules issued by federal banking regulators (the CECL final rules).

As of January 1, 2025, we have phased in 100 percent of such amount.

Total leverage exposure includes average on-balance-sheet assets and certain off-balance-sheet exposures, adjusted for applicable regulatory deductions from Tier 1 capital.

We continue to include accumulated other comprehensive income (loss) in regulatory capital.

We participated in the Federal Reserve’s supervisory stress tests in 2024.

We are subject to annual supervisory stress testing conducted by the Federal Reserve.

We submitted our annual capital plan to the Federal Reserve in April 2025.

On August 28, 2024, the Federal Reserve confirmed our SCB of 2.5 percent, which resulted in a minimum CET1 ratio of 7 percent, effective October 1, 2024 to September 30, 2025.

On August 29, 2025, the Federal Reserve confirmed our SCB requirement at 2.5 percent, resulting in an effective minimum CET1 ratio of 7 percent, effective October 1, 2025 to September 30, 2026.

DIVIDENDS AND SHARE REPURCHASES

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The share repurchases reduce common shares outstanding and generally more than offset the issuance of new shares as part of employee compensation plans.

During the year ended December 31, 2024, we returned $7.9 billion to our shareholders in the form of share repurchases of $5.9 billion and common stock dividends of $2.0 billion.

During the year ended December 31, 2025, we returned $7.6 billion to our shareholders in the form of share repurchases of $5.3 billion and common share dividends of $2.3 billion.

We repurchased 16.8 million common shares at an average price of $312.87 in 2025.

These dividend and share repurchase amounts collectively represent approximately 76 percent of total capital generated during the year.

We plan to increase the regular quarterly dividend on our common shares outstanding by 17 percent, from 70 cents to 82 cents per share, beginning with the first quarter 2025 dividend declaration.

These share repurchase and common share dividend amounts collectively represent approximately 71 percent of net income available to common shareholders during the year ended December 31, 2025.

We plan to increase the regular quarterly dividend on our common shares outstanding by approximately 16 percent, from 82 cents to 95 cents per share, beginning with the first quarter 2026 dividend declaration.

In addition, during the year ended December 31, 2025, we paid $58 million in dividends on non-cumulative perpetual preferred shares outstanding.

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FUNDING PROGRAMS AND ACTIVITIES

We had the following customer deposits and consolidated debt outstanding as of December 31:

We had the following customer deposits and consolidated debt outstanding as of December 31, 2025 and 2024:

SUMMARY OF CUSTOMER DEPOSITS AND CONSOLIDATED DEBT

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Our funding plan for the full year 2026 includes, among other sources, approximately $4.0 billion to $8.0 billion of unsecured term debt issuance and approximately $2.0 billion to $6.0 billion of secured term debt issuance.

Actual funding activities can vary from our plans due to various factors, such as future business growth, the impact of global economic, political and other events on market capacity and funding needs, demand for securities offered by us, regulatory changes, ability to securitize and sell loans and receivables, and the performance of loans and receivables previously sold in securitization transactions.

Actual funding activities can vary from our plans due to various factors, such as future business growth, liquidity requirements, the impact of global economic, political and other events on market capacity, demand for securities offered by us, regulatory changes, ability to securitize and sell loans and receivables, and the performance of loans and receivables previously sold in securitization transactions.

Many of these factors are beyond our control.

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direct deposits insured by the FDIC to total funding, should reduce the impact that credit rating downgrades would have on our funding capacity and costs.

In August, 2023, the U.S.

federal bank regulatory agencies issued a notice of proposed rulemaking that would require covered bank holding companies such as American Express Company to issue and maintain minimum amounts of eligible external long-term debt and certain insured depository institutions such as AENB to issue and maintain minimum amounts of eligible internal long-term debt.

See “Supervision and Regulation — Capital and Liquidity Regulation” under “Business” for more information.

DEPOSIT PROGRAMS

4 unchanged sentences

Our ability to obtain deposit funding and offer competitive interest rates is dependent on, among other factors, the capital level of AENB.

The direct deposit program offered by AENB is our primary deposit product channel, which makes FDIC-insured high-yield savings account, certificates of deposit (CDs), business checking and consumer rewards checking account products available directly to customers.

The direct deposit program offered by AENB is our primary deposit product channel, which makes FDIC-insured high-yield savings account, certificates of deposit (CDs), business checking and consumer checking account products available directly to customers.

As of December 31, 2025, our direct deposit program had approximately 3.9 million accounts.

5 unchanged sentences

The following table sets forth the average interest rates we paid on different types of deposits during the years ended December 31, 2025, 2024 and 2023.

Changes in the average interest rate we paid on our deposits were primarily due to the impact of higher market interest rates offered for retail deposits.

The change in the average interest rate we paid on our interest-bearing deposits was primarily due to the impact of lower market interest rates offered for savings deposits.

AVERAGE INTEREST RATES PAID ON DEPOSITS

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DEBT ISSUANCES

(Billions) 2024

($ in Billions)

American Express Company:

Floating Rate Senior Notes (compounded SOFR (a) plus weighted-average spread of 90 basis points)

Fixed-to-Floating Rate Senior Notes (weighted-average coupon of 5.31% during the fixed rate period and compounded SOFR (a) plus weighted-average spread of 106 basis points during the floating rate period)

Fixed-to-Floating Rate Subordinated Notes (coupon of 5.92% during the fixed rate period and compounded SOFR (a) plus spread of 163 basis points during the floating rate period)

USD Floating Rate Senior Notes (compounded SOFR (a) plus weighted-average spread of 98 basis points)

USD Fixed-to-Floating Rate Senior Notes (weighted-average coupon of 4.98% during the fixed rate period and compounded SOFR (a) plus weighted-average spread of 126 basis points during the floating rate period)

EUR Fixed-to-Floating Rate Senior Notes (coupon of 3.43% during the fixed rate period and compounded EURIBOR (b) plus spread of 110 basis points during the floating rate period)

American Express Credit Account Master Trust:

1 unchanged sentence

(a) Secured overnight financing rate (SOFR).

(b) Euro Interbank Offered Rate (EURIBOR).

LIQUIDITY MANAGEMENT

13 unchanged sentences

Scenarios under our liquidity risk policy include market-wide, firm-specific and combined liquidity stresses.

Additionally, as discussed above, we became a Category III firm in the third quarter of 2024 and thus are subject to the regulatory requirements under LCR and NSFR rules, subject to applicable transition periods.

Additionally, we are subject to reduced LCR and NSFR requirements as a Category III firm with less than $75 billion in weighted short-term wholesale funding.

For the quarter ended December 31, 2025, average LCR and NSFR were 212 percent and 123 percent, respectively which exceeded the regulatory requirement of 100 percent.

See “Supervision and Regulation — Enhanced Prudential Standards” under “Business” for more information.

2 unchanged sentences

As of December 31, 2025 and 2024, we had $47.8 billion and $40.6 billion in Cash and cash equivalents, respectively.

The year-over-year decline was primarily due to the deployment of cash to fund the growth of our business.

Refer to “Cash Flows” below for a discussion of the major drivers impacting cash flows for the year ended December 31, 2025.

Depending on the interest rate environment, our funding composition and the amount of liquidity resources we maintain, the level of future net interest income or expense associated with our liquidity resources will vary.

During 2024, interest income exceeded the interest expense associated with the liquidity portfolio.

For the year ended December 31, 2025, interest income exceeded the interest expense associated with the liquidity portfolio.

Securitized Borrowing Capacity

4 unchanged sentences

Committed Bank Credit Facility

As of December 31, 2024, we maintained a committed syndicated bank credit facility of $4.0 billion with a maturity date of October 30, 2026.

As of December 31, 2025, we maintained a committed syndicated bank credit facility of $6.0 billion, with a maturity date of September 24, 2028.

The availability of the credit facility is subject to our maintenance of a minimum CET1 risk-based capital ratio of 4.5 percent, with certain restrictions in relation to either accessing the facility or distributing capital to common shareholders in the event our CET1 risk-based capital ratio falls between 4.5 percent and 6.5 percent.

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Off-balance Sheet Arrangements

We have certain off-balance sheet obligations that include guarantees, indemnifications and certain Card Member and partner arrangements that may have a material current or future effect on our financial condition, changes in financial condition, results of operations, or liquidity and capital resources.

For more information on these obligations, refer to Note 12, Note 15 and Note 23 to the “Consolidated Financial Statements.”

We have certain off-balance sheet obligations that include certain lease arrangements, guarantees, indemnifications and certain Card Member and partner arrangements that may have a material current or future effect on our financial condition, changes in financial condition, results of operations, or liquidity and capital resources.

For more information on these obligations, refer to Note 12 and Note 22 to the “Consolidated Financial Statements.”

The following table summarizes our cash flow activity, followed by a discussion of the major drivers impacting operating, investing and financing cash flows for the year ended December 31, 2025 compared to the year ended December 31, 2024:

5 unchanged sentences

Effect of foreign currency exchange rates on cash and cash equivalents 0.4 — 0.2

Net (decrease) increase in cash and cash equivalents

Net increase (decrease) in cash and cash equivalents

$ 7.2 $ (6.0) $ 12.7

1 unchanged sentence

Our cash flows from operating activities primarily include net income adjusted for (i) non-cash items included in net income, such as provisions for credit losses, depreciation and amortization, stock-based compensation, deferred taxes and other non-cash items and (ii) changes in the balances of operating assets and liabilities, which can vary significantly in the normal course of business due to the amount and timing of payments.

In 2025, the net cash provided by operating activities was driven by cash generated from net income for the period and higher net operating liabilities, primarily driven by higher book overdrafts due to timing differences arising in the ordinary course of business.

In 2024, the net cash provided by operating activities was driven by cash generated from net income for the period, partially offset by lower net operating liabilities, primarily driven by lower book overdrafts due to timing differences arising in the ordinary course of business.

In 2023, the net cash provided by operating activities was primarily driven by cash generated from net income for the period and higher net operating liabilities, primarily driven by higher book overdrafts due to timing differences arising in the ordinary course of business and higher accounts payable to merchants.

Cash Flows from Investing Activities

Our cash flows from investing activities primarily include changes in loans and Card Member receivables, as well as changes in our available-for-sale investment securities portfolio.

In both 2024 and 2023, the net cash used in investing activities was primarily driven by higher Loans and Card Member receivables outstanding, partially offset by net maturities of investment securities.

In 2025, the net cash used in investing activities was primarily driven by higher loans and Card Member receivables outstanding and the acquisition of a business.

In 2024, the net cash used in investing activities was primarily driven by higher loans and Card Member receivables outstanding, partially offset by net maturities of investment securities.

Cash Flows from Financing Activities

2 unchanged sentences

RISK MANAGEMENT

Risk management is overseen by our Board of Directors through three Board committees:

the Risk Committee, the Audit and Compliance Committee, and the Compensation and Benefits Committee.

Each committee consists entirely of independent directors and provides regular reports to the full Board regarding matters reviewed at their committee.

The committees meet regularly in private sessions with our Chief Risk Officer, the Chief Compliance Officer, the Chief Audit Executive and other senior management with regard to our risk management processes, risk profile and performance, controls, talent and capabilities.

The Board monitors the “tone at the top,” our risk culture, and oversees emerging and strategic risks.

We use our comprehensive Enterprise Risk Management (ERM) program to identify, aggregate, monitor, measure, report and manage risks.

The program also defines our risk appetite, governance, culture and capabilities.

The implementation and execution of the ERM program is headed by our Chief Risk Officer.

The Risk Committee reviews and concurs with the appointment, replacement, performance and compensation of our Chief Risk Officer and receives regular updates from the Chief Risk Officer on key risks and exposures.

The Risk Committee of our Board of Directors provides oversight of our ERM framework, processes and methodologies.

The Risk Committee approves our ERM and select other risk policies.

The ERM policy defines and governs risk governance, risk oversight and risk appetite, including credit risk (at both the individual and institutional levels), operational risk (e.g., operations and process, legal, conduct, third-party, information technology, information security, data management, privacy and people risks), compliance risk, reputational risk, market risk, funding and liquidity risk, model risk, strategic and business risk and country risk.

The ERM policy also guides the monitoring of emerging risks, as appropriate.

Risk appetite defines the authorized risk limits to control exposures within our risk capacity and risk tolerance, including stressed forward-looking scenarios.

In addition, it establishes principles for risk taking in the aggregate and for each risk type, and is supported by a comprehensive system for monitoring performance (including limits and escalation triggers) and assessing control programs.

On an ongoing basis, the Risk Committee reviews our risk profile against the tolerances specified in the Risk Appetite Framework, including significant risk exposures, risk trends in our portfolios and major risk concentrations.

The Risk Committee also provides oversight of our compliance with Regulatory capital and liquidity standards, and our Internal Capital Adequacy Assessment Process, including the CCAR submissions.

The Audit and Compliance Committee of our Board of Directors reviews and approves compliance policies, which include our Compliance Risk Tolerance Statement.

In addition, the Audit and Compliance Committee reviews the effectiveness of our Corporate-wide Compliance Risk Management Program.

More broadly, this committee is responsible for assisting the Board in its oversight responsibilities relating to the integrity of our financial statements and financial reporting process, internal and external auditing, including the qualifications and independence of the independent registered public accounting firm and the performance of our internal audit services function, and the integrity of our systems of internal controls.

The Audit and Compliance Committee provides oversight of our Internal Audit Group.

The Audit and Compliance Committee reviews and concurs with the appointment, replacement, performance and compensation of our Chief Audit Executive, who reports to the Audit and Compliance Committee, and approves Internal Audit’s annual audit plan, charter, policies, budget and staffing levels, and overall risk assessment methodology.

The Audit and Compliance Committee also receives regular updates on the audit plan’s status and results, including significant reports issued by Internal Audit and the status of our corrective actions.

The Compensation and Benefits Committee of our Board of Directors works with the Chief Risk Officer to ensure our overall compensation programs, as well as those covering our risk-taking employees, appropriately balance risk with business incentives and that business performance is achieved without taking imprudent or excessive risk.

GOVERNANCE AND BOARD OVERSIGHT

We maintain a risk governance framework that describes key components of risk management, including risk governance, oversight, roles and responsibilities across the lines of defense, our risk taxonomy, risk appetite and the risk management lifecycle.

Our risk governance framework also provides expectations for risk culture, compensation and performance management.

Our Board and its committees provide oversight of risk management and monitor our risk culture and the “tone at the top.” Each committee of the Board consists entirely of independent directors and provides regular reports to the full Board regarding matters reviewed at their committee.

The committees meet regularly in private sessions with our Chief Financial Officer, Chief Legal Officer, Chief Risk Officer, Chief Compliance Officer, Chief Audit Executive, Head of Credit Review and other members of senior management with regard to our risk management processes, risk profile and performance, controls, talent and capabilities.

The responsibilities of each of the committees of the Board in overseeing risk management include:

The Risk Committee is responsible for overseeing and approving our risk governance framework, processes and methodologies, and evaluating the independence and authority of our risk management function.

On an annual basis, the Risk Committee reviews and approves the Company’s risk appetite framework, which defines the nature and level of risk we are willing to take and provides limits, thresholds and escalation processes that align risk taking with strategic objectives.

The Risk Committee regularly reviews our risk profile against the tolerances in the risk appetite framework, including significant risk exposures, risk trends in our portfolios and major risk concentrations, and the steps taken by management to monitor, control and report such exposures, trends and concentrations.

The Risk Committee also reviews and concurs with the appointment, replacement, performance and compensation of the Chief Risk Officer and receives regular reports from the Chief Risk Officer on key risks and exposures.

The Risk Committee provides oversight of our compliance with regulatory capital and liquidity standards, and our Internal Capital Adequacy Assessment Process, including the CCAR submissions.

The Audit and Compliance Committee (ACC) is responsible for assisting the Board in its oversight responsibilities relating to the integrity of our financial statements and financial and regulatory reporting processes, internal and external auditing, the integrity of internal controls and legal and regulatory compliance.

The ACC appoints, replaces, reviews and evaluates the qualifications and independence of our independent registered public accounting firm and periodically meets with management and the independent registered public accounting firm to review and discuss our accounting policies, critical accounting estimates and critical auditing matters.

In addition, the ACC is responsible for the appointment, replacement, performance and compensation of the Chief Audit Executive and the Head of Credit Review, as well as the approval of the annual plans, charters, policies and budgets of the Internal Audit Group and the Credit Review Group.

In its role in overseeing legal and regulatory compliance, the ACC reviews the effectiveness of our company-wide compliance risk management program and periodically meets with the Chief Compliance Officer to review and approve our compliance risk tolerance statement and related compliance policies.

The Compensation and Benefits Committee (CBC) is responsible for assisting the Board in its oversight responsibilities related to the adoption, amendment and termination of compensation plans and arrangements covering executive officers and certain other colleagues, our employee benefit plans of the Company and review of the overall management of our colleague experience.

The CBC works with the Chief Colleague Experience Officer and the Chief Risk Officer to ensure our compensation programs appropriately balance risk with business incentives and that business performance is achieved without taking imprudent or excessive risk.

Our Chief Risk Officer is actively involved in setting risk goals for the Company.

Our Chief Risk Officer also reviews the risk profiles of each business unit and, in conjunction with the Chief Audit Executive, provides input into performance evaluation through the Risk Performance Program.

The Chief Risk Officer meets with the Compensation and Benefits Committee and attests whether performance goals and results have been achieved without taking imprudent risks.

The Compensation and Benefits Committee uses a risk-balanced incentive compensation framework to decide on our bonus pools and the compensation of senior executives.

There are several internal management committees, including the Enterprise Risk Management Committee (ERMC), chaired by our Chief Risk Officer.

The ERMC is the highest-level management committee to oversee all firm-wide risks and is responsible for risk governance, risk oversight and risk appetite.

It maintains the enterprise-wide risk appetite framework and monitors compliance with limits and escalations defined in it.

The ERMC oversees implementation of risk policies Company-wide.

The ERMC reviews key risk exposures, trends and concentrations, significant compliance matters, and provides guidance on the steps to monitor, control and report major risks.

In addition, the Asset Liability Committee, chaired by our Chief Financial Officer, is responsible for managing our capital, funding and liquidity, investment, market risk and asset/liability activities in accordance with our policies and in compliance with applicable regulatory requirements.

As defined in the ERM policy, we follow the “three lines of defense” approach to risk management.

The first line of defense comprises functions and management committees directly initiating risk taking.

The Chief Executive Officer, business unit presidents and the Chief Financial Officer are part of the first line of defense.

The second line comprises independent functions overseeing risk-taking activities of the first line.

The Chief Risk Officer, the Chief Compliance Officer, the Chief Operational Risk Officer and certain control groups, both at the enterprise level and within regulated entities, are part of the second line of defense.

The global risk oversight team oversees the policies, strategies, frameworks, models, processes and capabilities deployed by the first line teams and provides challenges and independent assessments on how the first line of defense is managing risks.

Our Internal Audit Group constitutes the third line of defense and provides independent assessments and effective challenge of the first and second lines of defense.

Our Chief Risk Officer also reviews the risk profiles of each business unit and, together with the Chief Audit Executive, provides input into performance evaluations.

The Chief Risk Officer attests to the CBC as to whether performance goals and results have been achieved without taking imprudent risks.

Additionally, the CBC uses a risk-balanced incentive compensation framework to decide on the bonus pools for our colleagues and the compensation of senior executives.

The Nominating, Governance and Public Responsibility Committee (NGPRC) is responsible for assisting the Board in its oversight responsibilities relating to the Chief Executive Officer and key senior management succession, Board composition, corporate governance, non-employee director compensation and benefits and our practices and positions relating to public policy and sustainability issues.

As part of its remit, the NGPRC regularly reviews risks related to corporate governance structure and practices.

In addition, the NGPRC regularly reviews the composition of the Board, reassessing directors eligible for election or recruiting candidates with expertise in areas of importance to us.

We also have management-level risk management committees that implement our risk governance framework and facilitate the execution of management’s risk management responsibilities.

The Enterprise Risk Management Committee (ERMC) is the highest-level management risk committee and is responsible for monitoring risk-taking activities against our risk appetite framework as well as governing and overseeing risks we face.

The ERMC is co-chaired by the Chief Executive Officer and the Chief Risk Officer, with membership representation across risk types, businesses, and lines of defense.

The ERMC has a direct escalation path to the Risk Committee and the Risk Committee reviews and approves the charter of the ERMC annually.

There are three types of risk management committees that report to the ERMC:

(i) business unit risk committees, which receive reporting and make decisions on risks applicable for a given revenue-generating business unit, and are co-chaired by the business unit head and the business unit chief risk officer;

(ii) organizational risk committees, which receive reporting and make decisions associated with a given first line function, and are co-chaired by the first line unit lead and the second line risk type lead;

and (iii) horizontal risk committees, which receive reporting and make decisions associated with one or more risk types and are chaired or co-chaired by the second line risk type lead(s).

The ERMC delegates authority to these underlying risk management committees through review and approval of their charters on an annual basis.

THREE LINES OF DEFENSE MODEL

As part of our risk governance framework, we have implemented the “three lines of defense” approach to risk management.

The first line of defense is the primary owner of risk-taking and risk management.

The first line includes colleagues who are responsible for generating revenue, providing operational support in the delivery of products and services to our customers, or providing technology services for the execution of business activities.

All members of the first line are responsible for appropriately assessing and managing all risks associated with their business activities, consistent with our established risk appetite.

The second line of defense supports the Board in defining the framework by which risk should be managed across the enterprise.

It then implements the framework by enacting policies, standards and procedures and creating governance structures.

Additionally, the second line provides independent review, challenge, monitoring and oversight of first line activities to enforce adherence to the risk framework and determine the action required if first line activities do not align with the framework.

Our Internal Audit Group and Credit Review Group constitute the third line of defense and provide independent assurance by assessing the quality and effectiveness of our processes and systems of internal control, risk management, and risk governance, compliance with applicable regulations, and the reliability and integrity of our financial and operational information.

RISK MANAGEMENT PROCESSES

Risk Appetite

Our risk appetite statement describes the nature and level of risk that we are willing to take.

Our risk appetite policy describes the overarching approach through which we set our target risk profile and includes our risk appetite statement, which defines specific risk limits for our principal risks.

Our risk appetite statement and risk appetite policy are approved by our Risk Committee at least annually.

The second line of defense reports to our Risk Committee on our adherence to risk appetite limits on a quarterly basis.

Risk Identification and Assessment

The purpose of our risk identification and assessment process is to recognize and understand existing risks and risks that may arise from new business initiatives, external market forces, or regulatory or statutory changes, so that these risks can be properly assessed and incorporated into our risk control, monitoring, reporting and escalation processes.

Enterprise Risk Taxonomy

We use a risk taxonomy to identify and categorize our principal risks.

This taxonomy provides a common language and discipline for the identification and assessment of risks in existing and new business, products, initiatives and acquisitions.

We have six principal risk categories:

Strategic, Reputation, Operational and Compliance, Credit, Liquidity and Market.

Strategic Risk Management Process

We define strategic risk as the risk to our current or projected financial condition and resilience arising from adverse business decisions, poor implementation of business decisions, or lack of responsiveness to changes in the industry or operating environment, or declining demand for our products and services caused by any other risk.

Strategic decisions are reviewed and approved by business leaders and various risk management committees and must be aligned with our policies and established risk appetite.

We seek to manage strategic risk through risk controls embedded in these processes as well as overall risk management oversight over business goals.

Launch of key new products as well as existing product performance is reviewed periodically by committees and business leaders to inform business decisions as appropriate.

Mergers, acquisitions and divestitures can only be approved following Executive Committee due diligence, a comprehensive risk assessment by operational, market, credit and oversight leaders provided to the Chief Risk Officer and approval by either the Chief Risk Officer or appropriate risk committees.

The ERMC and its sub-committees oversee the strategic risks and impacts of decisions and matters brought to the committees.

Reputation Risk Management Process

We define reputational risk as the risk that negative stakeholder reaction to our products, services, client and partner relationships, business activities and policies, management and workplace culture, or our response to unexpected events, could cause sustained critical media coverage, a decline in revenue or investment, talent attrition, litigation, or government or regulatory scrutiny.

Our business leaders are responsible for considering the reputational risk implications of business activities and strategies and ensuring the relevant subject matter experts are engaged as needed.

The ERMC is responsible for ensuring reputational risk considerations are included in the scope of appropriate subordinate risk policies and committees and properly reflected in all decisions escalated to the ERMC.

Operational Risk Management Process

We define operational risk as the risk to our current or projected financial condition and resilience arising from inadequate, failed processes or systems, human error or misconduct or adverse external events.

Operational risk is inherent in all business activities and can impact an organization through direct or indirect financial loss, brand damage, customer dissatisfaction, or legal and regulatory penalties.

Our operational risk management policy sets forth requirements for (i) the identification of issues and operational risk events, (ii) control enhancements and (iii) reporting of key trends and escalation of risks.

There is a range of operational risk types, including process, execution & change;

human capital;

information security & cybersecurity;

business disruption;

fraud (external and internal);

financial reporting;

and model risk.

Each operational risk type has its own risk management policy that details the requirements and guidelines for managing the specific risk types.

Operational risk, in aggregate, is overseen by the Operational Risk and Controls Committee, which is chaired by the Chief Operational Risk Officer.

For additional information regarding cybersecurity risk management & strategy and cybersecurity governance, including information regarding our technology risk and information security program, see Part I, Item 1C.

“Cybersecurity.”

Compliance Risk Management Process

We define compliance risk as the risk to current or anticipated earnings or capital arising from violations of, or failure to conform to, or comply with, laws or regulations, internal policies, procedures and related practices, or ethical standards.

Our Global Compliance and Ethics organization is responsible for establishing and maintaining our corporate-wide compliance risk management program.

Pursuant to this program, we seek to manage and mitigate compliance risk by assessing, controlling, monitoring, measuring and reporting the legal and regulatory risks to which we are exposed.

Our global compliance risk management policy defines the regulatory compliance obligations applicable to our activities and establishes a framework and program for compliance risk management.

Certain compliance risk types (e.g., financial crimes, privacy, conduct) have dedicated risk management policies that detail the requirements and guidelines for managing the specific risk type.

Compliance risk, in aggregate, is overseen by the Compliance and Conduct Risk Committee, which is chaired by the Chief Compliance Officer.

This committee has a dual reporting relationship to both the Risk Committee (through the ERMC) and the ACC.

Additionally, a dedicated Financial Crimes Risk Management Committee, chaired by the Head of Financial Crimes Compliance, oversees financial crimes related risk management activities.

Credit Risk Management Process

We define credit risk as loss due to default or changes in the credit quality of a customer, obligor or security.

We define credit risk as the risk to our current or projected financial condition arising from an obligor’s failure to meet the terms of any contract with American Express or otherwise perform as agreed.

Our credit risks are divided into two broad categories:

individual and institutional.

1) consumer and small business, and 2) commercial.

Each has distinct risk management profiles, capabilities, strategies and tools.

Business units that create individual or institutional credit risk exposures of significant importance are supported by dedicated risk management teams, each led by a Chief Credit Officer.

Individual Credit Risk

Individual credit risk arises from consumer and small business charge cards, credit cards, and term loans.

Consumer and small business credit risk arises from consumer and small business credit cards, charge cards and term loans.

These portfolios consist of millions of customers across multiple geographies, industries and levels of net worth.

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The business unit leaders and their Chief Credit Officers take the lead in managing the credit risk process.

These Chief Credit Officers are guided by the Individual Credit Risk Committee (ICRC), which is responsible for implementation and enforcement of the Individual Credit Risk Management Policy.

The ICRC ensures compliance with ERMC guidelines and procedures and escalates to the ERMC as appropriate.

These Chief Credit Officers are guided by the Credit and External Fraud Risk Committee, which oversees the implementation and enforcement of the global credit risk management policy and is co-chaired by the Chief Credit Officer and the Head of Financial Risk Management.

Credit risk management is supported by sophisticated proprietary scoring and decision-making models that use up-to-date information on prospects and customers, such as spending and payment history and data feeds from credit bureaus.

We have developed data-driven economic decision logic for customer interactions to better serve our customers.

Institutional Credit Risk

Institutional credit risk arises principally within our CS, ICS and GMNS businesses, as well as investment and liquidity management activities.

Unlike individual credit risk, institutional credit risk is characterized by a lower loss frequency but higher severity.

Commercial credit risk arises principally within our CS, ICS and GMNS businesses, as well as investment and liquidity management activities.

Unlike consumer and small business credit risk, commercial credit risk is characterized by a lower loss frequency but higher severity.

It is affected both by general economic conditions and by client-specific events.

The absence of large losses in any given year or over several years is not necessarily representative of the level of risk of institutional portfolios, given the infrequency of loss events in such portfolios.

Similar to individual credit risk, business units taking institutional credit risks are supported by Chief Credit Officers.

These officers are guided by the Institutional Risk Management Committee (IRMC), which is responsible for implementation and enforcement of the Institutional Credit Risk Management Policy and for providing guidance to the credit officers of each business unit with substantial institutional credit risk exposures.

The committee, along with the business unit Chief Credit Officers, makes investment decisions in core risk capabilities, ensures proper implementation of the underwriting standards and contractual rights for risk mitigation, monitors risk exposures, and determines risk mitigation actions.

The IRMC formally reviews large institutional risk exposures to ensure compliance with ERMC guidelines and procedures and escalates them to the ERMC as appropriate.

At the same time, the IRMC provides guidance to the business unit risk management teams to optimize risk-adjusted returns on capital.

A centralized risk rating unit provides risk assessment of our institutional obligors.

OPERATIONAL RISK MANAGEMENT PROCESS

We consider operational risk to be the risk of loss due to, among other things, inadequate or failed processes, people or information systems, or impacts from the external environment, including failures to comply with laws and regulations as well as impacts from relationships with third parties.

To appropriately measure and manage operational risk, we have implemented a comprehensive operational risk framework that is defined in the Operational Risk Management Policy approved by the ERMC.

The Operational Risk Management Committee (ORMC), chaired by the Chief Operational Risk Officer, coordinates with all control groups on effective risk assessments and controls.

It also oversees the preventive, responsive and mitigation efforts by control management teams in the business units and staff groups.

We use the operational risk framework to identify, measure, monitor and report inherent and emerging operational risks.

The framework includes programs established for risk management activities related to processes and the launch of new products and services.

The framework also defines guidelines and risk management requirements for the (a) identification of issues and operational risk events, (b) related control enhancements and (c) reporting of key trends and escalation of risks.

Outcomes from the operational risk framework are discussed and escalated to various risk management committees and incorporated within our accountability framework for executive compensation.

Information Security and Cybersecurity

We define information security and cybersecurity risk as the risk that the confidentiality, integrity or availability of American Express information and information systems are impacted by unauthorized or unintended access, use, disclosure, modification or destruction.

Our Technology Risk and Information Security (TRIS) program, which is our enterprise information security and cybersecurity program, is designed to (i) ensure the security, confidentiality, integrity and availability of our information and information systems;

(ii) protect against any anticipated threats or hazards to the security, confidentiality, integrity or availability of such information;

and (iii) protect against unauthorized access to or use of such information that could result in substantial harm or inconvenience to us, our colleagues or our customers.

The program is built upon a foundation of advanced security technology, employs a highly trained team of experts, and is designed to operate in alignment with global regulatory requirements.

The TRIS program includes controls designed to identify, protect, detect, respond to and recover from information security and cybersecurity incidents.

We continue to assess the risks and changes in the cyber environment, invest in enhancements to our cybersecurity capabilities and engage in industry and government forums to promote advancements in our cybersecurity capabilities as well as the broader financial services cybersecurity ecosystem.

See “Cybersecurity” and “ A major information or cybersecurity incident or an increase in fraudulent activity could lead to reputational damage to our brand and material legal, regulatory and financial exposure, and could reduce the use and acceptance of our products and services ” under “Risk Factors” for additional information.

Information Technology

We define information technology risk as the risk that events or circumstances could compromise the processing, stability, capacity, performance, or resilience of information technology and cause financial, reputational, and/or regulatory impacts.

We manage information technology risk through our policies, procedures, governance structure, and control framework to preserve the confidentiality, integrity, and availability of systems and processes across our Company.

See “ The uninterrupted operation of our information systems is critical to our success and a significant disruption could have a material adverse effect on our business and results of operations ” under “Risk Factors” for additional information.

We define privacy risk as the risk of financial loss, reputational damage, or regulatory or legal action resulting from decisions related to the violation of applicable laws, rules, regulations, contractual obligations, or the non-adherence to privacy policies, disclosures, or standards that apply to the processing of personal data.

The Global Privacy Policy, which establishes the privacy framework and defines the American Express Data Protection & Privacy Principles, governs the way we collect, use, store, share, transmit, delete or otherwise process our customer and colleague personal data globally.

Chaired by the Chief Privacy Officer, the Privacy Risk Management Committee, a sub-committee of the ORMC, provides oversight and governance for our privacy program.

Data Management and Governance

We define data management and governance risk as the risk of financial, reputational, and/or regulatory impacts due to inadequate data governance and/or data management practices adversely impacting the accuracy, completeness, timeliness, comprehensiveness or usability of data throughout its lifecycle.

Our Enterprise Data Governance Policy establishes the framework for defining in-scope critical data and the requirements for managing such data effectively throughout its lifecycle as a critical corporate asset.

This policy is approved by the ERMC.

Chaired by the Chief Data Officer, our Enterprise Data Committee, a sub-committee of the ERMC, provides governance and oversight for our enterprise-wide data governance and management activities.

Third Party Risk

We define third party risk as the risk that relationships with third parties (including their significant subcontractors) create unexpected outcomes and deviations from expectations or stated obligations.

The Third Party Management Policy is approved by the Risk Committee of our Board and the ERMC.

It sets forth the procurement, risk management, and contracting framework for managing third-party relationships commensurate with their risk and complexity.

Our Third Party Lifecycle Management program sets guidelines for identifying, measuring, monitoring, and reporting the risk associated with third parties through the life cycle of the relationships, which includes planning, due diligence and third-party selection, contracting, ongoing monitoring and termination.

We define conduct risk as the risk that colleagues, intentionally or unintentionally, fail to fulfill their responsibilities to American Express, our customers, colleagues or stakeholders in a manner consistent with our Code of Conduct, policies and values as well as applicable laws and regulations.

Conduct issues also have the potential to increase several other risk types, including reputational risk, which may undermine the integrity and trust upon which our brand is built.

The Conduct Risk Management Policy is approved by the ERMC.

It establishes the governance framework for conduct risk across the Company.

The policy requires annual risk assessments, implementation of detective and preventive controls, colleague training and timely escalations of conduct issues.

It also provides guidance on consequence management for any substantiated cases of misconduct.

The Conduct Risk Committee oversees conduct risk related topics and escalates such matters to the ERMC, as appropriate.

COMPLIANCE RISK MANAGEMENT PROCESS

We define compliance risk as the risk of legal or reputational harm, fines, monetary penalties and payment of damages or other forms of sanction as a result of non-compliance with applicable laws and/or regulations, internal policies and procedures and related practices, or ethical standards.

We view our ability to effectively mitigate compliance risk as an important aspect of our business model.

Our Global Compliance and Ethics organization is responsible for establishing and maintaining our corporate-wide Compliance Risk Management Program.

Pursuant to this program, we seek to manage and mitigate compliance risk by assessing, controlling, monitoring, measuring and reporting the legal and regulatory risks to which we are exposed.

The Compliance Risk Management Committee (CRMC), chaired by the Chief Compliance Officer, is responsible for identifying, evaluating, managing, and escalating compliance risks.

The CRMC has a dual reporting relationship to both the Risk Committee (through the ERMC) and the Audit and Compliance Committee.

Additionally, we have a comprehensive Anti-Money Laundering program that monitors and reports suspicious activity to the appropriate government authorities.

The program includes an independent risk assessment of the rules used by the Anti-Money Laundering team.

REPUTATIONAL RISK MANAGEMENT PROCESS

We view protecting our reputation for excellent customer service, trust, security and high integrity as core to our vision of providing the world’s best customer experience and fundamental to our long-term success.

Our business leaders are responsible for considering the reputational risk implications of business activities and strategies and ensuring the relevant subject matter experts are engaged as needed.

Similar to consumer and small business credit risk, business units taking commercial credit risks are supported by Chief Credit Officers, who are guided by the Credit and External Fraud Risk Committee.

A centralized risk rating unit also provides risk assessment of our institutional obligors.

Liquidity Risk Management Process

We define liquidity risk as the risk to our current or projected financial condition arising from an inability to meet our current and future financial obligations at a reasonable cost when they become due.

Our Board-approved liquidity risk management policy establishes the framework that guides and governs liquidity risk management.

The Finance Risk Committee oversees the management of liquidity risk and reviews and approves liquidity stress testing assumptions quarterly and scenarios annually.

The Finance Risk Committee also approves our contingent funding plan as well as our funds transfer pricing framework.

The Asset/Liability Management Committee oversees the implementation of the liquidity risk management policy through the establishment of strategies, processes and procedures to manage liquidity risk within our established risk appetite, including annually approving our funding plan and reviewing outcomes of liquidity stress testing, liquidity coverage ratio and net stable funding ratio and adjusting funding and liquidity strategies to align with our risk appetite.

To manage liquidity risk, we seek to maintain access to a diverse set of cash, readily-marketable securities and contingent sources of liquidity, such that we can continuously meet our business requirements and expected future financing obligations for at least a twelve-month period under a variety of adverse circumstances.

These include, but are not limited to, an event where we are unable to raise new funds under our regular funding programs during a substantial weakening in economic conditions.

We consider the trade-offs between maintaining too much liquidity, which can be costly and limit financial flexibility, and having inadequate liquidity, which may result in financial distress during a liquidity event.

Liquidity risk is managed at an aggregate consolidated level as well as at certain subsidiaries in order to ensure that sufficient and accessible liquidity resources are maintained.

Our liquidity risk management processes are designed in alignment with regulatory guidelines.

As a Category III firm under U.S.

federal bank regulatory agencies’ rules, we are subject to heightened capital, liquidity and prudential requirements, including more stringent liquidity risk management requirements.

See “Supervision and Regulation – Capital and Liquidity Regulation” under “Business” for more information.

Market Risk Management Process

We define market risk as the risk to earnings or asset and liability values resulting from movements in market prices.

We define market risk as the risk to our current or projected financial condition, or the value of assets and liabilities, resulting from changes in market values like interest rates, asset prices, or foreign exchange rates.

Our market risk exposures include (i) interest rate risk due to changes in the relationship between the interest rates on our assets (such as loans, receivables and investment securities) and the interest rates on our liabilities (such as debt and deposits) and (ii) foreign exchange risk related to transactions, funding, investments and earnings in currencies other than the U.S.

Our risk policies establish the framework that guides and governs market risk management, including quantitative limits and escalation triggers.

These policies are approved by the ERMC, Asset Liability Committee or Market Risk Management Committee.

Market risk is managed by the Market Risk Management Committee.

The Market Risk Oversight Officer provides an independent risk assessment and oversight over the policies and exposure management for market risk and Asset Liability Management activities.

Our Finance Risk Committee, co-chaired by the Chief Financial Officer and Head of Financial Risk Management, approves our market risk management policy and oversees the management of market risk.

Our Asset/Liability Management Committee oversees the implementation of the market risk management policy through the establishment of strategies, processes and procedures to manage market risk within established risk appetite.

Interest Rate Risk

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The impact from rate changes is then measured by instantaneously increasing or decreasing the anticipated future interest rates by the amounts set forth in Table 22 below.

Our current net interest income sensitivity analysis shows higher interest rates would have a detrimental impact on our net interest income.

Our estimated repricing risk assumes that our interest-rate sensitive assets and liabilities that reprice within the twelve-month horizon generally reprice by the same magnitude, subject to applicable interest rate caps or floors, as benchmark rates change.

It is further assumed that, within our interest-rate sensitive liabilities, certain deposits reprice at lower magnitudes than benchmark rate movements, and the magnitude of this repricing in turn could depend on, among other factors, the direction of rate movements.

It is further assumed that, within our interest-rate sensitive liabilities, certain deposits reprice at lower magnitudes and at a more gradual pace than benchmark rate movements.

The magnitude and timing of this repricing in turn could depend on, among other factors, the direction of rate changes.

These assumptions are consistent with historical deposit repricing experience in the industry and within our own portfolio.

In 2025, we refined these forecast assumptions for deposits repricing to better reflect our observed business trends in response to benchmark rate changes.

The same net interest income sensitivity analysis as of December 31, 2025 and 2024, using the previous forecast assumptions, is shown in Table 23 below.

Actual changes in our net interest income will depend on many factors, and therefore may differ from our estimated risk to changes in market interest rates.

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(a) Negative values represent a reduction in net interest income.

SENSITIVITY ANALYSIS OF INTEREST RATE CHANGES ON ANNUAL NET INTEREST INCOME AS OF DECEMBER 31, 2025 AND 2024, USING PREVIOUS DEPOSITS REPRICING ASSUMPTIONS

(Millions) Instantaneous Parallel Rate Shocks (a)

+200bps +100bps -100bps -200bps

2025 $ (506) $ (238) $ 248 $ 497

2024 $ (560) $ (224) $ 225 $ 457

(a) Negative values represent a reduction in net interest income.

We use economic value of equity to inform us of the potential impacts from interest rate changes on the net present value of our assets and liabilities under a variety of interest rate scenarios.

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The actual impact of interest rate and foreign exchange rate changes will depend on, among other factors, the timing of rate changes, the extent to which different rates do not move in the same direction or in the same direction to the same degree, changes in the cost, volume and mix of our hedging activities and changes in the volume and mix of our businesses.

FUNDING & LIQUIDITY RISK MANAGEMENT PROCESS

We define funding and liquidity risk as our inability to meet our ongoing financial and business obligations at a reasonable cost as they become due.

Our Board-approved Liquidity Risk Policy establishes the framework that guides and governs liquidity risk management.

Funding and liquidity risk is managed by the Funding and Liquidity Committee.

To manage this risk, we seek to maintain access to a diverse set of cash, readily-marketable securities and contingent sources of liquidity, such that we can continuously meet our business requirements and expected future financing obligations for at least a twelve-month period under a variety of adverse circumstances.

These include, but are not limited to, an event where we are unable to raise new funds under our regular funding programs during a substantial weakening in economic conditions.

Funding and liquidity risk is managed at an aggregate consolidated level as well as at certain subsidiaries in order to ensure that sufficient and accessible liquidity resources are maintained.

The Funding and Liquidity Committee reviews forecasts of our aggregate and subsidiary cash positions and financing requirements, approves funding plans designed to satisfy those requirements under normal and stressed conditions, establishes guidelines to identify the amount of liquidity resources required and monitors positions and determines any actions to be taken.

Our liquidity risk management processes are designed in alignment with regulatory guidelines.

As a Category III firm under U.S.

federal bank regulatory agencies’ rules, we are subject to heightened capital, liquidity and prudential requirements, including more stringent liquidity risk management requirements.

See “Supervision and Regulation – Capital and Liquidity Regulation” under “Business” for more information.

MODEL RISK MANAGEMENT PROCESS

We define model risk as the risk of adverse consequences, such as financial loss, poor business and strategic decision making, damage to our reputation or customer harm, from decisions based on incorrect or misused model outputs and outcomes.

The Enterprise-Wide Model Risk Policy establishes the comprehensive framework for governing model risk.

This policy is approved by the ERMC.

The comprehensive risk management and governance framework includes procedures for model development, independent model validation, model risk reporting and change management capabilities that seek to minimize erroneous model methodology, outputs, and misuse.

We also assess model performance and model- related issues on an ongoing basis and seek to address deficiencies in a timely manner.

In addition, we utilize artificial intelligence and machine learning (AI/ML) models, including Generative AI tools, for a variety of business use cases.

We perform extensive reviews and testing to reduce the risk that these AI/ML techniques result in adverse consequences.

STRATEGIC AND BUSINESS RISK MANAGEMENT PROCESS

We define strategic and business risk as the risk related to our inability to achieve our business objectives due to poor strategic decisions, including decisions related to the launch or modification of products, mergers, acquisitions, and divestitures, poor implementation of strategic decisions or declining demand for our products and services.

Strategic decisions are reviewed and approved by business leaders and various committees and must be aligned with company policies.

We seek to manage strategic and business risks through risk controls embedded in these processes as well as overall risk management oversight over business goals.

Launch of key new products as well as existing product performance is reviewed periodically by committees and business leaders to inform business decisions as appropriate.

All new and material changes to products and services are reviewed and approved by the New Products Committee and appropriate credit or risk committees.

COUNTRY RISK MANAGEMENT PROCESS

We define country risk as the risk that economic, social, and/or political conditions and events in a country present.

They might adversely impact us, primarily as a result of greater credit losses, increased operational or market risk or the inability to repatriate capital.

We manage country risk as part of the normal course of business.

Policies and procedures establish country risk escalation thresholds to control and limit exposure, driven by processes that enable the monitoring of conditions in countries where we have exposure.

EMERGING RISKS

We also identify, monitor and report on emerging risks through our risk governance framework.

Emerging risks arise due to changes in the external environment or internal initiatives and may manifest across multiple risk types.

For example, climate-related risk is currently identified as an emerging risk and may manifest as credit risk, operational risk, market risk, liquidity risk or other risk types.

Emerging risks are monitored and reported periodically to members of management, as well as to the ERMC and the Risk Committee of our Board of Directors.

CRITICAL ACCOUNTING ESTIMATES

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GLOSSARY OF SELECTED TERMINOLOGY

Adjusted net interest income — A non-GAAP measure that represents net interest income attributable to our Card Member loans (which includes, on a GAAP basis, interest that is deemed uncollectible), excluding the impact of interest expense and interest income not attributable to our Card Member loans.

Allocated service costs — Represents salaries and benefits associated with our technology and customer servicing groups, allocated based on activities directly attributable to our reportable operating segments, as well as overhead expenses, which are allocated to our reportable operating segments based on their relative levels of revenue and Card Member loans and receivables.

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Billed business (Card Member spending) — Represents transaction volumes (including cash advances) on payment products issued by American Express.

Capital ratios — Represents the minimum standards established by regulatory agencies as a measure to determine whether the regulated entity has sufficient capital to absorb on- and off-balance sheet losses beyond current loss accrual estimates.

Refer to “Consolidated Capital Resources and Liquidity — Capital Strategy” above for further related definitions under Basel III.

Card Member — The individual holder of an issued American Express-branded card.

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Interest income on deposits with banks and other — Primarily relates to the placement of cash in excess of near-term funding requirements in interest-bearing time deposits, overnight sweep accounts, and other interest-bearing demand and call accounts.

Locations in force (LIF) — Represents proprietary and partner acquired merchant locations where the merchant is enabled to accept American Express.

LIF estimates incorporate data provided to us by certain third parties and include merchants that accept American Express through payment facilitators and merchants that accept American Express through digital wallets.

Loyalty coalitions — Programs that enable consumers to earn rewards points and use them to save on purchases from a variety of participating merchants through multi-category rewards platforms.

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Net card fees — Represents the card membership fees earned during the period recognized as revenue over the covered card membership period (typically one year), net of the provision for projected refunds for Card Membership cancellation and deferred acquisition costs.

Net interest yield on average Card Member loans — A non-GAAP measure that is computed by dividing adjusted net interest income by average Card Member loans, computed on an annualized basis.

Net interest yield — Represents net interest income, computed on an annualized basis, as applicable, divided by average Card Member loans, Card Member loans HFS, Other loans and Card Member receivables.

Reserves and net write-offs related to uncollectible interest are recorded through provision for credit losses and are thus not included in the net interest yield calculation.

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Net write-off rate — principal, interest and fees — Includes, in the calculation of the net write-off rate, amounts for interest and fees in addition to principal for Card Member loans, and fees in addition to principal for Card Member receivables.

Network volumes — Represents the total of billed business and processed volumes.

Network partnership revenue — Represents revenues related to network partnership agreements, comprising royalties, fees and amounts earned for facilitating transactions on cards issued by network partners.

Network partnership revenue also includes fees earned on alternative payment solutions facilitated by American Express.

Network volumes — Represents total transaction volumes (including cash advances) on payments products issued by American Express and under network partnership agreements with banks and other institutions, including joint ventures, as well as alternative payment solutions facilitated by American Express.

Operating expenses — Represents salaries and employee benefits, professional services, data processing and equipment, and other expenses.

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Other loans consist primarily of consumer installment loans and lines of credit offered to small business customers.

Processed revenue — Represents revenues related to network partnership agreements, comprising royalties, fees and amounts earned for facilitating transactions on cards issued by network partners.

Processed revenue also includes fees earned on alternative payment solutions facilitated by American Express.

Processed volumes — Represents transaction volumes (including cash advances) on cards issued under network partnership agreements with banks and other institutions, including joint ventures, as well as alternative payment solutions facilitated by American Express.

Proprietary new cards acquired — Represents the number of new cards issued by American Express during the referenced period, net of replacement cards.

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T&E spend — Represents spend on travel and entertainment, which primarily includes airline, cruise, lodging and dining merchant categories.

See “Consolidated Capital Resources and Liquidity — Capital Strategy” for definitions of our regulatory risk-based capital and leverage ratios.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

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Factors that could cause actual results to differ materially from these forward-looking statements, include, but are not limited to, the following:

• our ability to grow earnings per share in the future, which will depend in part on revenue growth, credit performance and the effective tax rate remaining consistent with current expectations and our ability to continue investing at high levels in areas that can drive sustainable growth (including our brand, value propositions, coverage, marketing, technology and talent), controlling operating expenses, effectively managing risk and executing our share repurchase program, any of which could be impacted by, among other things, the factors identified in the subsequent paragraphs as well as the following:

macroeconomic conditions, higher rates of unemployment, changes in interest rates, effects of inflation, tariffs, supply chain issues, energy costs and fiscal and monetary policies;

geopolitical instability, hostilities and tensions, such as involving China and the United States;

• our ability to grow earnings per share in the future, which will depend in part on revenue growth, credit performance, credit reserve and expense levels and the effective tax rate remaining consistent with current expectations and our ability to continue executing our investment philosophy, including investing at high levels in areas that can drive sustainable growth (such as our brand, value propositions, coverage, marketing, technology, partnerships and talent), controlling operating expenses, effectively managing risk and executing our share repurchase program, any of which could be impacted by, among other things, the factors identified in the subsequent paragraphs as well as the following:

macroeconomic and geopolitical conditions, including a slowdown in U.S.

or global economic growth, changes to consumer and business confidence, higher rates of unemployment, global trade relations and the effects of announced or future tariffs, international tensions, hostilities and instability, changes in interest rates, inflation, supply chain issues, market volatility, government shutdowns and fiscal and monetary policies;

the impact of any future contingencies, including, but not limited to, legal costs and settlements, the imposition of fines or monetary penalties, increases in Card Member remediation, investment gains or losses, restructurings, impairments and changes in reserves;

issues impacting brand perceptions and our reputation;

impacts related to acquisitions, cobrand and other partner agreements, portfolio sales and joint ventures;

and the impact of regulation and litigation, which may be heightened due to the uncertain regulatory environment and could affect the profitability of our business activities, limit our ability to pursue business opportunities, require changes to business practices or alter our relationships with Card Members, partners and merchants;

changes in the competitive environment;

impacts related to acquisitions, cobrand relationships and other partners, portfolio sales, joint ventures and other investments;

and the impact of regulation and litigation, which could affect the profitability of our business activities, limit our ability to pursue business opportunities, require changes to business practices or alter our relationships with Card Members, partners and merchants;

• our ability to grow revenues net of interest expense and the sustainability of our future growth, which could be impacted by, among other things, the factors identified above and in the subsequent paragraphs, as well as the following:

spending volumes and the spending environment not being consistent with expectations, including a decline in spending by U.S.

small and mid-sized enterprise Card Members or slowdowns in U.S.

consumer or international spending volumes;

an inability to address competitive pressures, attract and retain customers, invest in and enhance our Membership Model of premium products, differentiated services and partnerships, successfully refresh our card products, grow spending and lending with customers across age cohorts, including Millennial and Gen Z customers, and implement strategies and business initiatives, including within the premium consumer space, commercial payments and the global network;

the effects of regulatory initiatives, including pricing and network regulation;

spending volumes and the spending environment not being consistent with expectations, including spending by U.S.

consumer and small & mid-sized business Card Members, such as due to uncertain business and economic conditions;

Consumer and Business Platinum Card refreshes), grow spending and lending with customers across age cohorts (including Millennial and Gen-Z customers) and commercial segments and implement strategies and business initiatives, including within the premium consumer space, commercial payments and the global network;

the effects of regulatory initiatives, including pricing regulation, such as potential credit card interest rate caps, and network regulation;

merchant coverage growing less than expected or the reduction of merchant acceptance or the perception of coverage;

increased surcharging, steering, suppression or differential acceptance of our products;

increased surcharging, steering, suppression or other differential acceptance practices with respect to our products;

merchant discount rates changing from our expectations;

and changes in foreign currency exchange rates;

• net card fees not performing consistently with expectations, which could be impacted by, among other things, a decrease in the ability and desire of Card Members to pay card fees, such as due to a deterioration in macroeconomic conditions;

• net card fee revenues not performing consistently with expectations, which could be impacted by, among other things, the pace of Card Member acquisition activity and demand for our fee-based products;

higher Card Member attrition rates;

the pace of Card Member acquisition activity and demand for our fee-based products;

and our inability to address competitive pressures, develop attractive premium value propositions and implement our strategy of refreshing card products and realize our anticipated growth from those refreshes, enhancing and delivering benefits and services and continuing to innovate with respect to our products;

the success and timing of our refreshes of our card products (including U.S.

Consumer and Business Platinum Card acquisition and retention levels following the refreshes);

a decrease in the ability and desire of Card Members to pay card fees, such as due to a deterioration in macroeconomic conditions or as a result of changes in card fees;

the competitive environment and the perception of the value provided by premium cards;

regulatory initiatives impacting card fees;

and our inability to deliver and enhance benefits and services, innovate with respect to our products and develop attractive premium value propositions for new and existing customers;

• net interest income, the effects of changes in interest rates and the growth of loans and Card Member receivables outstanding and revolving balances, being higher or lower than expectations, which could be impacted by, among other things, the behavior and financial strength of Card Members and their actual spending, borrowing and paydown patterns;

the effectiveness of our strategies to enhance Card Member value propositions, capture a greater share of Card Members’ spending and borrowings and attract new, and retain existing, customers;

our ability to effectively manage underwriting risk;

the effectiveness of our strategies to enhance Card Member value propositions, grow lending with premium customers and capture a greater share of Card Members’ spending and borrowings and attract new, and retain existing, customers;

our ability to effectively introduce and enhance lending features on our products and manage underwriting risk;

governmental actions to cap credit card interest rates;

changes in benchmark interest rates, including where such changes affect our assets or liabilities differently than expected;

changes in capital and credit market conditions and the availability and cost of capital;

our ability to grow deposits, including from Card Members;

continued volatility and other changes in capital and credit market conditions and the availability and cost of capital;

credit actions, including line size and other adjustments to credit availability;

the yield on Card Member loans not remaining consistent with current expectations;

and our deposit levels or the interest rates we offer on deposits changing from current expectations;

loss or impacts to cobrand relationships;

and governmental actions to cap interest rates;

• future credit performance, the level of future delinquency, reserve and write-off rates and the amount and timing of future reserve builds and releases, which will depend in part on macroeconomic factors such as unemployment rates, GDP and the volume of bankruptcies;

the yield on Card Member loans differing from current expectations;

and loss or impacts to cobrand relationships;

the ability and willingness of Card Members to pay amounts owed to us;

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changes in the levels of customer acquisitions and the credit profiles of new customers acquired;

financial stress and volume of bankruptcies of Card Members and business partners;

credit-related fraud levels;

card portfolio sales;

the magnitude of seasonal fluctuations in credit metrics;

the enrollment in, and effectiveness of, financial relief programs and the performance of accounts as they exit from such programs;

the impact of the usage of debt settlement companies;

and collections capabilities and recoveries of previously written-off loans and receivables;

• the actual amount to be spent on Card Member rewards and services and business development, and the relationship of these variable customer engagement costs to revenues, which could be impacted by continued changes in macroeconomic conditions and Card Member behavior as it relates to their spending patterns (including the level of spend in bonus categories), the redemption of rewards and offers (including travel redemptions) and usage of travel-related benefits;

the effects of the resumption of student loan repayments;

collections capabilities and recoveries of previously written-off loans and receivables;

and the impact of the usage of debt settlement companies;

• the actual amount to be spent on Card Member rewards and services and business development, and the relationship of these variable customer engagement costs to revenues, which could be impacted by the investments and enhancements that we make with respect to our value propositions, including our reward programs and product benefits, such as in connection with card refreshes (e.g., recently introduced U.S.

Consumer and Business Platinum Card benefits), to make them attractive to Card Members and prospective customers, potentially in a manner that is not cost-effective;

changes in the level of Card Member spending and spending patterns (including the level of spend in bonus categories), the redemption of rewards and offers (including travel redemptions) and usage of travel-, lifestyle- and business-related benefits;

the costs related to reward point redemptions;

further enhancements to our rewards programs and product benefits, including to make them attractive to Card Members and prospective customers, potentially in a manner that is not cost-effective;

levels of Card Member acquisitions on premium card products;

changes in our models or assumptions used to estimate these expenses;

new and renegotiated contractual obligations with business partners, which may be affected by business partners with greater scale and leverage;

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• the actual amount we spend on marketing in the future and the effectiveness and efficiency of our marketing spend, which will be based in part on continued changes in the macroeconomic and competitive environment and business performance, including the levels of demand for our products;

management’s decisions regarding the timing of spending on marketing and the effectiveness of management’s investment optimization process, management’s identification and assessment of attractive investment opportunities;

management’s ability to develop premium value propositions and drive customer demand, including continued customer spend growth and retention;

the receptivity of Card Members and prospective customers to advertising and customer acquisition initiatives;

and our ability to realize marketing efficiencies and balance expense control and investments in the business;

our ability to realize marketing efficiencies, including as a result of investments in our product value propositions and the use of technology, such as the personalization of offers, and balance expense control and investments in the business;

management’s investment optimization process and its ability to develop premium value propositions and drive customer demand;

management’s identification and assessment of attractive investment opportunities and decisions regarding the timing of investments;

and the receptivity of Card Members and prospective customers to advertising and customer acquisition initiatives;

• our ability to control operating expenses, including relative to revenue growth, and the actual amount we spend on operating expenses in the future, which could be impacted by, among other things, salary and benefit expenses to attract and retain talent;

our ability to realize operational efficiencies, including through increased scale and automation and continued adoption of artificial intelligence technologies;

management’s decisions regarding spending in such areas as technology, business and product development, sales force, premium servicing and digital capabilities;

our ability to realize operational efficiencies, including through increased scale and automation and continued adoption of AI technologies;

management’s ability to balance expense control and investments in the business and its decisions regarding spending in such areas as technology, business and product development, sales force, premium servicing and digital capabilities;

our ability to innovate efficient channels of customer interactions and the willingness of Card Members to self-service and address issues through digital channels;

restructuring activity;

supply chain issues;

expenses related to control management and compliance and consulting, legal and other professional services fees, including as a result of litigation or internal and regulatory reviews;

inflation and supply chain issues;

increased technology costs, including investments in technology innovations and system upgrades;

expenses related to enterprise risk management and compliance and consulting, legal and other professional services fees, including as a result of our growth, litigation and internal and regulatory reviews;

the impact of changes in foreign currency exchange rates on costs;

regulatory assessments;

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the performance of Amex Ventures and other of our investments;

impairments of goodwill or other assets;

and the impact of changes in foreign currency exchange rates on costs;

• our tax rate not remaining consistent with expectations, which could be impacted by, among other things, further changes in tax laws and regulation (or the expiration of provisions of tax laws or regulations), the implementation of the OECD’s global minimum tax guidelines by jurisdictions, our geographic mix of income, unfavorable tax audits, assessments and tax litigation outcomes;

and impairments of goodwill or other assets;

• our tax rate not remaining consistent with expectations, which could be impacted by, among other things, further changes in tax laws and regulation, the implementation by jurisdictions of the Organization for Economic Cooperation and Development’s global minimum tax guidelines (including safe harbors for U.S.

multinational enterprises), our geographic mix of income, unfavorable tax audits, assessments and tax litigation outcomes, and the occurrence or nonoccurrence of other discrete tax items;

• changes affecting our plans regarding the return of capital to shareholders, including increasing the level of the dividend, which will depend on factors such as our capital levels and regulatory capital ratios;

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and the economic environment and market conditions in any given period;

• changes in the substantial and increasing worldwide competition in the payments industry, including competitive pressure and competitor settlements and mergers that may materially impact the prices charged to merchants that accept American Express cards;

surcharging, steering and suppression by merchants and merchant acceptance;

the desirability of our premium card products;

• changes in the substantial and increasing worldwide competition in the payments industry, including competitive pressure and competitor settlements that may materially impact the prices charged to merchants that accept American Express cards;

merchant acceptance, surcharging, steering and other differential acceptance practices;

the desirability of competitor premium card products and competition for partnerships and premium experiences, services and benefits;

competition for new and existing cobrand relationships;

competition from new and non-traditional competitors, and with respect to new products, services and technologies, such as the emergence or increase in popularity of alternative payment mechanisms;

and the success of marketing, promotion and rewards programs;

• our ability to expand our leadership in the premium consumer space, including with Millennial and Gen-Z consumers, which will be impacted in part by competition, brand perceptions (including perceptions related to merchant coverage) and reputation, and our ability to develop and market new benefits and value propositions that appeal to Card Members and new customers, grow spending with new and younger age cohort Card Members, offer attractive services and rewards programs and build greater customer loyalty, which will depend in part on identifying and funding investment opportunities, addressing changing customer behaviors, new product innovation and development, Card Member acquisition efforts and enrollment processes, including through digital channels, continuing to realize the benefits from strategic partnerships, successfully implementing our dining strategy and evolving our infrastructure to support new products, services and benefits;

• our ability to build on our leadership in commercial payments, which will depend in part on competition;

competition from new and non-traditional competitors, such as financial technology companies, and with respect to new products, services and technologies, such as the emergence or increase in popularity of agentic commerce, digital payment platforms and currencies and other alternative payment mechanisms;

competitor acquisitions and transactions;

and the success of marketing, promotion, rewards programs, offers and travel-, lifestyle- and business-related benefits (e.g., lounges, dining, entertainment and business tools);

• our ability to sustain our momentum and leadership in the premium consumer space, including with Millennial and Gen-Z consumers, and the success of the refresh of our U.S.

Consumer Platinum Card ® , which will be impacted in part by competition, levels of consumer demand for premium card products, brand perceptions (including perceptions related to merchant coverage) and reputation, and our ability to develop and market new benefits, services, experiences and other value propositions, as well as new digital capabilities, that appeal to Card Members and new customers, grow spending with new and younger age cohort Card Members, offer attractive services and rewards programs and build greater customer loyalty, which will depend in part on identifying and funding investment opportunities, addressing changing customer behaviors, new product innovation and development, Card Member acquisition efforts and enrollment processes, including through digital channels, continuing to realize benefits from strategic partnerships, successfully implementing our dining strategy and evolving our infrastructure to support new products, services and benefits;

• our ability to build on our leadership in commercial payments and the success of the refresh of our U.S.

Business Platinum Card ® , which will depend in part on competition, including from financial technology companies and as a result of competitor acquisitions and transactions;

the willingness and ability of companies to use credit and charge cards for procurement and other business expenditures as well as use our other products and services for financing needs;

perceived or actual difficulties and costs related to setting up B2B payment platforms;

the acceptance of, and economics related to, B2B payment platforms;

our ability to offer attractive value propositions and new products to current and potential customers;

our ability to enhance and expand our payment, lending and cash flow management solutions, increase customer engagement, and build out a multi-product digital ecosystem to integrate our broad product set, which is dependent on our continued investment in capabilities, features, functionalities, platforms and technologies;

our ability to enhance and expand our payment, lending, cash flow and expense management solutions, including the release of a suite of offerings for small & mid-sized business customers, increase customer engagement, and build out a multi-product digital ecosystem to integrate our broad product set, which is dependent on our continued investment in capabilities, features, functionalities, platforms and technologies and the successful integration of, and introduction of, and capabilities related to, our Center acquisition;

and the success of our initiatives to support businesses, such as Small Business Saturday and other Shop Small campaigns;

• our ability to expand merchant coverage globally and our success, as well as the success of third-party merchant acquirers, aggregators and processors, in signing merchants to accept American Express, which will depend on, among other factors, the value propositions offered to merchants and merchant acquirers for card acceptance, the awareness and willingness of Card Members to use American Express cards at merchants, scaling marketing and expanding programs to increase card usage, identifying and growing acceptance in low- and new-to-plastic industries and businesses as they form, working with commercial buyers and suppliers to establish B2B acceptance, executing on our plans to increase coverage in priority international cities, destinations, countries and industry verticals, and continued network investments, including in capabilities that allow for greater digital integration and modernization of our authorization platform;

• our ability to successfully invest in, benefit from and expand the use of technological developments, digital payments, servicing and travel solutions and other technological capabilities, which will depend in part on our success in evolving our products and processes for the digital environment, developing new features in the Amex ® app and enhancing our digital channels, effectively utilizing data and data platforms, building partnerships and executing programs with other companies, effectively utilizing artificial intelligence and machine learning and increasing automation, including to address servicing and other business and customer needs, and supporting the use of our products as a means of payment through online and mobile channels, all of which will be impacted by investment levels, customer and colleague receptiveness and ability to adopt new technologies, new product innovation and development and the platforms and infrastructure to support new products, services, benefits and partner integrations;

• our ability to grow internationally, which could be impacted by regulation and business practices, such as those capping interchange or other fees, mandating network access or data localization, favoring local competitors or prohibiting or limiting foreign ownership of certain businesses;

• our ability to expand merchant coverage globally and our success, as well as the success of third-party merchant acquirers, processors and payment facilitators, in signing merchants to accept American Express, which will depend on, among other factors, the value propositions offered to merchants and merchant acquirers for card acceptance, the awareness and willingness of Card Members to use American Express cards at merchants, scaling marketing and expanding programs to increase card usage, identifying and growing acceptance in low- and new-to-plastic industries and businesses as they form, working with commercial buyers and suppliers to establish B2B acceptance, executing on our plans to increase coverage in priority international cities, destinations, countries and industry verticals, merchant point-of-sale practices, and continued network investments, including in capabilities that allow for greater digital integration and modernization of our authorization platform;

• our ability to successfully invest in, benefit from and expand the use of technological developments, digital payments, servicing, travel & dining solutions, generative AI and other technological capabilities, which will depend in part on our success in evolving our products and processes for the digital environment and agentic commerce;

developing new features in our applications and platforms and enhancing our digital channels;

effectively utilizing AI & ML and increasing automation, including to enhance our products, develop new capabilities and address servicing and other business and customer needs;

supporting the use of our products as a means of payment through online, mobile, agentic and other digital channels;

building partnerships and executing programs with other companies;

and effectively utilizing data and data & analytics platforms, including successfully migrating to new platforms, all of which will be impacted by investment levels, customer and colleague receptiveness and ability to adopt new technologies, new product innovation and development and the platforms and infrastructure to support new products, services, benefits and partner integrations;

• our ability to grow internationally, which could be impacted by regulation and business practices, such as those capping interchange or other fees, mandating network access or data localization, imposing greater requirements on payment networks, favoring local competitors or prohibiting or limiting foreign ownership of certain businesses;

perceptions of our brand in international jurisdictions;

our inability to successfully replicate aspects of our business model internationally and tailor products and services to make them attractive to local customers;

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the success of us and our network partners in acquiring Card Members and/or merchants;

and political or economic instability or regional hostilities;

and geopolitical and economic instability, hostilities and tensions (such as involving China and the U.S.), and impacts to cross-border trade and travel;

• our ability to successfully implement our dining strategy and grow our dining platform, which will depend in part on our ability to grow the number of diners, restaurants and other bookable venues using the platform and transactions on the platform;

expand and innovate in the tools and capabilities offered through the platform, including integrating the Tock and Rooam acquisitions and benefiting from their added capabilities, users and/or bookable venues;

successfully compete with other dining platforms and means of booking venues;

and effectively utilize our dining platform to provide value to Card Members and merchants and sell our products and services;

• a failure in or breach of our operational or security systems, processes or infrastructure, or those of third parties, including as a result of cyberattacks or outages, which could compromise the confidentiality, integrity, privacy and/or security of data, disrupt our operations, reduce the use and acceptance of American Express cards and lead to regulatory scrutiny, litigation, remediation and response costs, and reputational harm;

• changes in capital and credit market conditions, which may significantly affect our ability to meet our liquidity needs and expectations regarding capital ratios;

successfully implement partnerships and compete with other dining platforms and means of booking venues;

and effectively utilize our dining platform and dining partnerships to provide value to Card Members and merchants and sell our products and services;

• a failure in or breach of our operational or security systems, processes or infrastructure, or those of third parties, including as a result of cyberattacks or outages, which could compromise the confidentiality, integrity, privacy and/or security of data, disrupt our or our partners’ operations, reduce the use and acceptance of American Express cards or our digital platforms and lead to regulatory scrutiny, litigation, remediation and response costs and reputational harm;

• changes in capital and credit market conditions, including those resulting from recent volatility, which may significantly affect our ability to meet our liquidity needs and expectations regarding capital ratios;

our access to capital and funding costs;

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and our credit ratings or those of our subsidiaries;

• our funding plan being implemented in a manner inconsistent with current expectations, which will depend on various factors such as future business growth, the impact of global economic, political and other events on market capacity, demand for securities we offer, regulatory changes, our ability to securitize and sell loans and receivables and the performance of loans and receivables previously sold in securitization transactions;

• our ability to achieve our climate-related goals, which depend in part on the amount and efficacy of our investments in emissions reduction projects, the ability of our partners to set and achieve sustainability targets, the success of our supply chain and sustainability initiatives, and colleague programs;

customer preferences and behaviors;

the cost and availability of renewable energy, carbon removal and carbon offset projects and energy attribute certificates;

changes in our real estate, technology and colleague strategies or an inability to execute those strategies;

and brand perceptions and reputation;

• our funding plan being implemented in a manner inconsistent with current expectations, which will depend on various factors such as future business growth, liquidity needs, the impact of global economic, political and other events on market capacity, demand for securities we offer, regulatory changes, our ability to securitize and sell loans and receivables and the performance of loans and receivables previously sold in securitization transactions;

• legal and regulatory developments, which could affect the profitability of our business activities;

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require changes to business practices or governance, or alter our relationships with Card Members, partners, merchants and other third parties, including affecting our network operations and practices governing merchant acceptance, as well as our ability to continue certain cobrand relationships in the EU;

impact card fees and rewards programs;

impact interest income, card fees and rewards programs;

exert further pressure on merchant discount rates and our network business, as well as result in an increase in surcharging, steering or other differential acceptance practices;

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or result in harm to the American Express brand;

• changes in the financial condition and creditworthiness of our business partners, such as bankruptcies, restructurings or consolidations, including of cobrand partners, merchants that represent a significant portion of our business, network partners or financial institutions that we rely on for routine funding and liquidity, which could materially affect our financial condition or results of operations;

• factors beyond our control such as global economic and business conditions, consumer and business spending generally, unemployment rates, geopolitical conditions, including resulting from recent political developments or further escalations or widening of ongoing military conflicts and regional hostilities, adverse developments affecting third parties, including other financial institutions, merchants or vendors, as well as severe weather conditions and natural disasters (e.g., hurricanes and wildfires), power loss, disruptions in telecommunications, pandemics, terrorism and other catastrophic events, any of which could significantly affect demand for and spending on American Express cards, delinquency rates, loan and receivable balances, deposit levels, foreign exchange rates and other aspects of our business and results of operations or disrupt our global network systems and ability to process transactions.

• changes in the financial condition and creditworthiness of our business partners, such as bankruptcies, restructurings, financial distress or consolidations, including of cobrand partners, merchants that represent a significant portion of our business, network partners or financial institutions that we rely on for routine funding and liquidity, which could materially affect our financial condition or results of operations;

• factors beyond our control such as business, economic and geopolitical conditions, consumer and business confidence and spending generally, unemployment rates, market volatility, energy costs, government shutdowns and other political developments, further escalations or widening of international tensions, regional hostilities and military conflicts (such as in the Middle East and Ukraine), adverse developments affecting third parties, including other financial institutions, merchants, partners or vendors, as well as severe weather conditions and natural disasters (e.g., hurricanes and wildfires), power loss, disruptions in telecommunications, pandemics, terrorism and other catastrophic events, any of which could significantly affect demand for and spending on American Express cards, credit metrics and reserves, loan and receivable balances, deposit levels and other aspects of our business and results of operations or disrupt our global network systems and ability to process transactions.

A further description of these uncertainties and other risks can be found in “Risk Factors” and our other reports filed with the SEC.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis