Good morning and welcome to American Express Company's 2024 Annual Meeting of Shareholders. Please note that this audiocast will be recorded and will consist of copyrighted material. You may not record or rebroadcast these materials without American Express's express written consent. I'll now turn over the call to Mr. Stephen Squeri, Chairman of the Board of Directors and Chief Executive Officer. Please go ahead.
Thank you and good morning. I'm Steve Squeri, and welcome to American Express Company's 2024 Annual Meeting of Shareholders. As Chairman of the Board of Directors and Chief Executive Officer, I will preside over the meeting. We're holding our annual meeting virtually to enhance access for shareholders and would like to thank everyone for joining us today via audiocast. The meeting agenda and rules of today's meeting are available on our virtual annual meeting website. Please review them as they are now in effect. If we encounter any technical difficulties that prevent us from continuing the meeting, we will ask shareholders and guests to stand by and allow us time to provide an update relating to the meeting. Now I'd like to begin by providing an overview of how our meeting will proceed. First, I'll call the meeting to order.
I'll turn the meeting over to Kristina Fink, our Corporate Secretary. Kristina will go over some procedural matters necessary for our corporate record keeping and describe some of the rules for the meeting. I will introduce the seven items up for vote, and the polls will be open for voting on these items. After the polls are closed, Kristina will report on the preliminary voting results. Following that, I'll adjourn the meeting and present an overview of our business. Immediately following this presentation, we will use the remaining time to answer pre-submitted questions from shareholders and take questions that have been submitted by shareholders during this meeting through our virtual meeting website. For any financial or business matters relating to your card member accounts, I encourage you to contact our customer service representatives directly for personalized assistance.
With that, I'll now call the meeting to order and would like to start by introducing our slate of director nominees who are joining us through the audiocast today. Tom Baltimore, Jack Brennan, Jay Clayton, Ted Leonsis, Debbie Majoras, Karen Parkhill, Charles Phillips, Lynn Pike, Dan Vasella, Lisa Wardell, and Chris Young. Peter Chernin, a member of our board since 2006, and Ralph de la Vega, a member of our board since 2016, are not standing for reelection today as they have reached our mandatory retirement age. Both Peter and Ralph have served as trusted advisors to the board and company leadership during their tenures, and on behalf of the board, I want to thank them for their years of service to American Express and wish them well in the future. Also joining us through the audiocast today is Timothy Boyce, a partner at our outside audit firm PricewaterhouseCoopers.
The proxy holders for this meeting are Laureen Seeger, Kristina Fink, and David Yowan. I will now turn the meeting over to Kristina to review the meeting rules. Kristina, please go ahead.
Thank you, Steve. I would like to note that today's audiocast may contain forward-looking statements, which are based on management's current expectations and are subject to risks and uncertainties. Factors that could cause actual results to differ materially from these forward-looking statements are set forth in the company's first quarter Form 10-Q, 2023 Annual Report, and other reports on file with the SEC. Today's discussion also contains non-GAAP financial measures. We encourage you to review that information in conjunction with today's discussion. The comparable GAAP financial measures are included in the presentation materials posted on our website at ir.americanexpress.com. We encourage you to review that information in conjunction with today's discussion. Today we will consider seven items for shareholder votes: four management proposals and three shareholder proposals, all of which are described in our 2024 proxy statement. Shareholder proponents will have up to four minutes to discuss their proposals.
After the proposals have been presented, we will close the voting, tabulate the votes, and announce the preliminary voting results. Please note that this meeting is being recorded. However, no one attending via the audiocast is permitted to use any recording device. Shareholders may submit questions at any time during the meeting through our virtual meeting website. Similar or related questions may be grouped and answered together to avoid repetition. To allow us to answer questions from as many shareholders as possible, we will limit each shareholder up to two questions. You may vote the shares you hold through our virtual meeting website until the polls are closed. However, if you've already submitted your proxy to vote on these matters, you do not need to vote again unless you want to change your vote.
Notice of today's meeting and related proxy materials or a notice of internet availability of these materials were mailed beginning March 15th, 2024, to all shareholders of record as of March 8th, 2024. In addition, I have in my possession the oaths subscribed to by the inspectors of election. I also have in my possession certified lists of the shareholders of the company as of the close of business on March 8th, 2024. A copy of the list of shareholders entitled to vote at this meeting is available for inspection by any certified shareholder attending this meeting through our virtual meeting website. The company has designated Chris Woods, an agent of Broadridge, to act as the inspector of election. Mr. Woods, who is participating in today's audiocast, has taken the oath of office and is prepared to serve.
He has advised that holders of shares representing over 81% of the shares entitled to vote are present in person or represented by proxy, which constitutes a quorum. Votes represented by proxies received this morning, as well as those to be voted virtually during this meeting, will be included in the inspector's report, which will be filed with the records of the meeting. I will now turn the meeting back over to Steve.
Thank you, Kristina. I declare that a quorum is present. The meeting is now convened for the purpose of transacting business properly before it. We're now ready to consider the seven items that are up for shareholder vote. We will take questions on the proposals after all the proposals have been presented. The polls are now open to vote on these proposals. Kristina will now introduce them.
Thanks, Steve. As previously mentioned, there are seven proposals on the agenda today, comprised of four management proposals and three shareholder proposals, all of which are described in our 2024 proxy statement. I will start with the management proposals. The first proposal is to elect our 12 director nominees. The second proposal is to ratify the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for 2024. The third proposal is the advisory resolution to approve the compensation of the company's named executive officers. The fourth proposal is to approve the second amended and restated American Express Company 2016 Incentive Compensation Plan. The fifth proposal is a shareholder proposal submitted by John Chevedden on behalf of Kenneth Steiner.
It appears on page 101 of the proxy statement. Mr. Chevedden is on the line to present this proposal. Mr. Chevedden, as a reminder, you have four minutes to present your proposal. You may now present your proposal.
Hello, this is John Chevedden. Proposal five, Shareholder Opportunity to Vote on Excessive Golden Parachutes. Shareholder's request that the board adopt a policy to seek shareholder approval of senior managers' new or renewed pay packages that provide for golden parachute payments with an estimated value exceeding 2.99x the sum of the executive's base salary plus short-term bonus. This proposal only applies to Section 16 officers. The board shall retain the option to seek shareholder approval at an annual meeting after material terms are agreed upon. The American Express Board of Directors has a flawed statement next to this proposal that can be disregarded. It appears that the board of directors did not read this proposal. It appears that the board read another proposal that only applied to cash golden parachutes. This proposal applies to both cash and equity golden parachutes.
This proposal is relevant even if there are current golden parachute limits. The limit on golden parachutes is like a speed limit. A speed limit by itself does not guarantee that the speed limit will never be exceeded. Like this proposal, the rules associated with a speed limit provide consequences if the limit is exceeded. With this proposal, the consequences are a non-binding shareholder vote is required for unreasonably high golden parachutes. This proposal places no limits on long-term equity pay or any other type pay. This proposal thus has no impact on the ability to attract executive talent or discourage the use of long-term equity pay because it places no limit on golden parachutes. It simply requires that extra large golden parachutes be subject to a non-binding shareholder vote at a shareholder meeting already scheduled for other matters.
This rule is more important at American Express because the board seems to have exercised poor judgment in naming Mr. Thomas Baltimore to the American Express board in 2021. Mr. Baltimore was rejected by 33% of the shares of Prudential Financial in 2019 and 2020, and then rejected by 30% of shares in 2022. Serious consideration should be given to keeping Mr. Baltimore off any American Express board committee. Mr. Baltimore was rejected by 20% of American Express shares in 2023. It takes much more shareholder conviction to vote against an American Express director than to vote for a director. Please vote yes, Shareholder Opportunity to Vote on Excessive Golden Parachutes Proposal Five.
Thank you, Mr. Chevedden. The board of directors' reasons for opposing this proposal begin on page 103 of the proxy statement. Kristina, please introduce the next shareholder proposal.
The sixth proposal is a shareholder proposal submitted by Myra K. Young and James McRitchie. It appears on page 105 of the proxy statement. Mr. McRitchie will now introduce the proposal on their behalf. Please play his prerecorded statement.
Thank you. Item six calls on American Express to enhance the transparency and accountability of our lobbying regarding climate commitments. AMEX pledged to achieve net zero by 2035, aligning with SBTi targets. Our proposal requests the board report annually on whether its direct and indirect lobbying activities support its stated climate goals. The Interfaith Center on Corporate Responsibility has identified best practices in reports from over 70 global companies. These can provide guidance to AMEX in enhancing its own reporting. While AMEX states it doesn't engage in direct lobbying activities on climate, it acknowledges memberships and trade associations that do. AMEX found the Business Roundtable's position on climate change policy aligned with its own, yet others consistently identify the BRT as acting negatively. The BRT opposed the Inflation Reduction Act and is rated D-plus by InfluenceMap on Climate.
Additionally, AMEX discloses no evaluation of at least nine additional trade associations to which the company paid $50,000 or more in dues. While AMEX's ESG report identified climate change, energy, and GHG emissions as the most critical issues to stakeholders, it doesn't seem to conduct its engagement activities in accordance with the Paris Agreement goals. Although AMEX discloses trade association memberships of $50,000 or more and the portion used for lobbying, it does not disclose its evaluation of trade association lobbying efforts. For example, the U.S. Chamber of Commerce led the charge against Build Back Better and sued the SEC over its recent climate change disclosure rules. How does that align with our climate commitments? What mitigating actions did AMEX take to address any misalignments? Agencies such as the CFTC and banking regulators recognize climate change as a significant risk to financial stability.
AMEX has indeed taken significant action, but it's clear that more needs to be done. Voting for proposal number six is not just about aligning our climate commitments. It's about safeguarding AMEX against potential financial and reputational risks by voting for proposal number six for advocating for a sustainable future and protecting the interests of our company. Thank you.
Thank you, Mr. McRitchie. The Board of Directors' reasons for opposing this proposal begin on page 106 of the proxy statement. Kristina, please introduce the last shareholder proposal.
The seventh proposal is a shareholder proposal submitted by the National Center for Public Policy Research. It appears on page 108 of the proxy statement where we've captured the text of the proposal. The board of directors' reasons for opposing this proposal begin on page 109 of the proxy statement. Steve, there are no further matters to be brought before this meeting.
Since there are no more questions, I will now close the polls momentarily. I will now respond to questions from shareholders on the seven proposals. Are there any questions relating to that pertain to the voting matters?
There are no further matters to be brought before this meeting, and there are no shareholder proposal questions, Steve.
Since there are no more questions, I'll close the polls momentarily. If you have not voted and wish to do so, please do so now. I now declare the polls closed, and all matters have been voted upon by shareholders. Kristina, will you please report the preliminary results?
The preliminary voting results are as follows. All 12 director nominees have been duly elected to the board of directors. The appointment of PricewaterhouseCoopers has been ratified. The advisory vote on executive compensation has been approved. The second amended and restated American Express Company 2016 Incentive Compensation Plan has been approved, and none of the shareholder proposals received the required majority support. The final voting results will be reported on a Form 8-K filing with the SEC within four business days of today's meeting. I will now turn the meeting back over to Steve.
Thank you, Kristina. That completes the official business of the meeting, and the formal meeting is now adjourned. At this point, I'll provide a brief overview of the company's performance and priorities. American Express had a strong year in 2023, continuing the momentum we've built in our business over the last few years. As a result of the loyalty of our customers, our colleagues' commitment, and strong execution of our strategy, we delivered record annual revenues of $60.5 billion, up 15% on an FX-adjusted basis. We generated record annual net income of $8.4 billion, or $11.21 per share. Card member spending was strong and led to total billed business of $1.5 trillion, a year-over-year increase of 9% on an FX-adjusted basis. We also acquired 12.2 million new proprietary cards in 2023, driven by strong demand for our premium fee-based products.
Finally, through our disciplined capital management program, we returned $5.3 billion of capital to shareholders last year. Our outstanding 2023 performance was due to our continued focus on our four strategic imperatives: expand our leadership position in premium consumer space, build on our strong position in commercial payments, strengthen our global integrated network, and build on our unique global position. Q1 was another strong quarter as we continue to execute on our long-term growth strategy. We reported Q1 revenues of $15.8 billion, up 11% year-over-year on an FX-adjusted basis, and earnings per share of $3.33. In closing, the ongoing momentum in our business is the result of the great work of our colleagues across the company and the loyalty and engagement of our premium customers around the world.
This, along with the flexibility of our business model, the strength of our partnerships, and the value of our brand, makes me confident that American Express will continue to succeed well into the future. Thank you. As I said earlier, we are now going to answer questions about American Express that were submitted by our shareholders. As a reminder, the rules of the meeting remain in effect. Please note that we will attempt to answer as many questions as time allows, but we will not be addressing questions that are inappropriate, refer to personal card information, or otherwise unrelated to the proposals or business of our meeting. Please refer to the rules of conduct for further information on the types of questions that fall into these categories. Let's start with the presubmitted questions, please.
Steve, we received one question about how American Express is protecting cardholders and shareholders from financial fraud and illegal access to accounts. It comes from James Patterson.
American Express has a longstanding commitment to protecting our customers' accounts and data privacy and has been consistently at the forefront of credit card fraud prevention. We continue to have the lowest fraud rates among U.S. credit card networks. The company was an early adopter of AI technology, starting with machine learning in 2010, which plays a key role in accurately detecting fraudulent activity. In addition, the company's integrated payments platform and direct relationships with card members and merchants provide a unique advantage when it comes to fraud protection. Because we have more data on every transaction, we are able to identify out-of-pattern transactions more effectively than our competitors. The board's risk committee provides oversight of our enterprise risk management framework, processes, and methodologies, including the quality and effectiveness of our technology, security, data privacy, cybersecurity, and related risks.
Thanks, Steve. The next question we received asks the board to consider a stock split of American Express's common shares. This question comes from Joe Mamone.
We regularly evaluate the company's options to create value for our shareholders. If we identify an opportunity that we believe is in the best interest of our shareholders, we will take action subject to board approval.
We will now take questions that have been submitted by shareholders during this meeting through our virtual meeting website. Steve, the first question we've received is from Jerry Bowyer asking what steps the company takes to protect viewpoints in its corporate policies.
We have a culture of respecting all views and perspectives. American Express does not make customer or business decisions based on personal views or political affiliations.
The next question we've received is from Peter Kaiser regarding donations that the company makes.
Again, we have a culture of respecting all views and perspectives. American Express does not make customer or business decisions based on personal views or political affiliations.
We've received a question from Valerie Mody Lachman regarding pay ratios.
There are no significant changes to our employee population or employee compensation arrangements since 2022 that would significantly impact our 2023 pay ratio disclosure. Further information regarding our 2023 pay ratio can be found in the proxy statement.
Steve, there are no more questions.
Since there are no further questions, this concludes today's meeting. Thank you very much for attending.
The meeting has now concluded. Thank you for joining. You may now disconnect.