United States
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 14A Information
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant[ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-12
American Express Company
(Name of Registrant as Specified In Its Charter)
- ------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
---------------------------------------------------------
2) Aggregate number of securities to which transaction applies:
---------------------------------------------------------
3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):
---------------------------------------------------------
4) Proposed maximum aggregate value of transaction:
---------------------------------------------------------
5) Total fee paid:
---------------------------------------------------------
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
---------------------------------------------------------
2) Form, Schedule or Registration Statement No.:
---------------------------------------------------------
3) Filing Party:
---------------------------------------------------------
4) Date Filed:
---------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
UNIVERSAL SCRIPT FOR REGISTERED SHAREOWNER
TELEPHONE VOTING
- --------------------------------------------------------------------------------
SPEECH 1: Welcome.
Please enter the control number located in the lower right hand
corner of the form.
SPEECH 2: To vote as the AMERICAN EXPRESS board recommends PRESS 1 now
SPEECH 2A: You voted as the board recommended. If this is correct, PRESS 1.
If incorrect PRESS 0.
SPEECH 3: To vote on each item separately PRESS 0 now.
SPEECH 4: ITEM 1
To vote
FOR ALL nominees, PRESS 1
WITHHOLD for ALL NOMINEES PRESS 9
WITHHOLD for an INDIVIDUAL NOMINEE PRESS 0
SPEECH 5: Enter the two-digit number that appears next to the NOMINEE
you do not wish to vote for.
SPEECH 5A: PRESS 1 to WITHHOLD for another NOMINEE or PRESS 0 if you
have completed voting for Directors.
SPEECH 6: ITEM 2
To vote
FOR, PRESS 1
AGAINST, PRESS 9
ABSTAIN, PRESS 0
SPEECH 7: ITEM 3
To vote
FOR, PRESS 1
AGAINST, PRESS 9
ABSTAIN, PRESS 0
SPEECH 8: ITEM 4
To vote
FOR, PRESS 1
AGAINST, PRESS 9
ABSTAIN, PRESS 0
SPEECH 9: ITEM 5
To vote
FOR, PRESS 1
AGAINST, PRESS 9
ABSTAIN, PRESS 0
SPEECH 9A: You voted as follows:
ITEM 1
FOR ALL or WITHHOLD FOR ALL or for ALL EXCEPT #
ITEM 2
FOR, AGAINST, ABSTAIN - and so on.
If this is correct, PRESS 1 now If incorrect, PRESS 0.
SPEECH 10: PRESS 1 to discontinue receiving an Annual Report for this
account.
SPEECH 11: If you wish to access all future Annual Reports and Proxy
Statements via the Internet and not receive them in the mail,
PRESS 1 now.
CLOSING A: Thank you for voting
CLOSING B: * Your vote has been canceled. Please try again, or mark, sign and
return your proxy.
* Closing B - if shareholder indicates their vote was incorrect.
<PAGE>
- --------------------------------------------------------------------------------
INTERNET VOTING INSTRUCTIONS
- --------------------------------------------------------------------------------
[Page 1]
Welcome to the American Express 2000 Proxy Voting Site
Enter the 11-digit control number printed in the box on the bottom right
corner of your Proxy Card:
CLICK HERE To Begin
*****
[Page 2]
Your Internet vote authorizes the Proxies to vote your shares in the same
manner as if you marked, signed, and returned your Proxy Card.
Before you vote, if you would like to review the Annual Report and Proxy
Statement - CLICK HERE
The Board of Directors recommends a vote FOR Items 1, 2, 3, and 4, and AGAINST
Item 5.
CLICK HERE To Vote As The Board Of Directors Recommends
CLICK HERE To Vote Individually On Each Item
*****
[Page 3A]
I Vote As The Board Recommends
PLEASE RESPOND TO THE QUESTIONS BELOW, THEN SCROLL TO THE END OF THE PAGE TO
REGISTER YOUR VOTE.
If other members of your household are receiving American Express Annual
Reports at this address, do you want to stop receiving Annual Reports for this
account in the future?
Yes [ ] No [ ]
I consent to view all future Proxy Statements and Annual Reports online and do
not wish to receive them in the mail.
Yes [ ] No [ ]
In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting, or at any adjournment
thereof.
CLICK HERE To Register Your Vote.
*****
[Page 3B]
To Vote Separately On Each Item - Check The Boxes Below:
The Board recommends a vote FOR Items 1, 2, 3, and 4.
ITEM 1
Election of Directors
FOR ALL [ ] FOR ALL EXCEPT [ ] WITHHOLD ALL [ ]
[ ] 01 D.F. Akerson
[ ] 02 E.L. Artzt
[ ] 03 W.G. Bowen
[ ] 04 K.I. Chenault
[ ] 05 R.L. Crandall
[ ] 06 H. Golub
[ ] 07 B. Sills Greenough
[ ] 08 F.R. Johnson
[ ] 09 V.E. Jordan, Jr.
[ ] 10 J. Leschly
[ ] 11 D. Lewis
[ ] 12 R.A. McGinn
[ ] 13 F.P. Popoff
ITEM 2
Proposal to amend Restated Certificate of Incorporation to permit 3-for-1
stock split
For [ ] Against [ ] Abstain [ ]
ITEM 3
Proposal to Amend 1993 Directors' Stock Option Plan
For [ ] Against [ ] Abstain [ ]
ITEM 4
Proposal to ratify selection of auditors.
For [ ] Against [ ] Abstain [ ]
The Board recommends a vote AGAINST Item 5.
ITEM 5
Shareholder Proposal relating to Political Contributions
For [ ] Against [ ] Abstain [ ]
[Page 3B, cont.]
PLEASE RESPOND TO THE QUESTIONS BELOW, THEN SCROLL TO THE END OF THE PAGE TO
REGISTER YOUR VOTE.
If other members of your household are receiving American Express Annual
Reports at this address, do you want to stop receiving Annual Reports for this
account in the future?
Yes [ ] No [ ]
I consent to view all future Proxy Statements and Annual Reports online and do
not wish to receive them in the mail.
Yes [ ] No [ ]
In their discretion, the Proxies are authorized to vote upon such other
business as may properly come before the meeting, or at any adjournment
thereof.
CLICK HERE To Register Your Vote.
*****
[Page 4]
THANK YOU FOR VOTING ELECTRONICALLY
Voting Summary
Your Registration Number: xxxxxxxxxxx
Item 1: Directors: You Voted: For All
-OR-
Directors: You Voted: For All Except: [name of director(s)]
-OR-
Directors: You Voted: Withhold All
Item 2: You Voted: For/Against/Abstain
Item 3: You Voted: For/Against/Abstain
Item 4: You Voted: For/Against/Abstain
Item 5: You Voted: For/Against/Abstain
Annual Report: Continue mailing the Annual Reports for this account.
- -OR-
Annual Report: Discontinue mailing the Annual Reports for this account.
Electronic Access: I consent to view all future Proxy Statements and Annual
Reports online and do not wish to receive them in the mail.
-OR-
Electronic Access: I do not wish to view future Proxy Statements and Annual
Reports online; please continue mailing them.
THANK YOU FOR VOTING
*****
If any of the above information is incorrect, return to the proxy ballot form
by using the BACK feature of your browser program.
To vote another Proxy - CLICK HERE
If the above information is correct, THERE IS NO NEED TO MAIL BACK YOUR PROXY
CARD. Please exit your browser program as you normally do.
<PAGE>
- ------------------------------------------------------------------------------
MEMORANDUM TO U.S. EMPLOYEES OF AMERICAN EXPRESS
- ------------------------------------------------------------------------------
E-Mail addressing
To: [all U.S. Employee distribution lists]
From: Employee Communication
M E M O R A N D U M
SUBJECT: ONLINE PROXY/ANNUAL REPORT
--------------------------
DATE: March 20, 2000
TO: Incentive Savings Plan (ISP) Participants
FROM: Stephen P. Norman, Secretary, American Express Company
Beginning today, employees with Internet access will be able to view
easy-to-navigate web-based versions of the Company's 1999 Annual Report and
2000 Proxy Statement. To access these documents directly, simply double-click
on the icon below and choose "launch."
[GRAPHIC]
If you've already received your ISP proxy card in the mail and would
like to vote your shares online, you can do so now by double-clicking
on the icon below, choosing "launch," and entering the 11-digit
control number that appears in the box at the bottom of your proxy card.
[GRAPHIC]
The Annual Report and Proxy Statement will also be available on the website
in Adobe(R) Acrobat(R) format for employees who wish to download them for
off-line reading or printing.
Employees who do not have Internet access will be able to find the documents
(in "pdf" Adobe(R) Acrobat(R) format only) on the AXP Bulletin Board in Lotus
Notes under the section Secretary's Office\Annual Meeting of Shareholders. The
following links lead directly to the Lotus Notes postings:
1999 ANNUAL REPORT TO SHAREHOLDERS [hyperlink]
2000 PROXY STATEMENT [hyperlink]
Employees who prefer to receive printed materials by mail can still request
paper copies of the Annual Report and Proxy Statement by calling 800.742.7540,
or by contacting the Secretary's Office at 212.640.5692.
I hope you find the online viewing of the Annual Report and Proxy Statement to
be convenient and reader-friendly.
