Good morning. Welcome to American Express Company's 2026 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 the express written consent of American Express. I will now turn the call over to Mr. Stephen Squeri, Chairman of the Board of Directors and Chief Executive Officer. Please go ahead.
Thank you. Good morning. I'm Stephen Squeri, and welcome to the American Express Company's 2026 Annual Meeting of Shareholders. As Chairman of the Board of Directors and Chief Executive Officer, I will preside over the meeting. We are pleased to be holding our annual meeting virtually and would like to thank everyone for joining us today via audiocast. The meeting agenda and the 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 related to the meeting. 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 Jim Killalane, our Corporate Secretary and Chief Governance Officer. Jim 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 five items up for vote, and the polls will be open for voting on these items. We will take questions on these items after they have all been presented. After the polls are closed, Jim will report on the preliminary voting results. Following that, I'll adjourn the meeting, and at that time, expected to be approximately 15 minutes from now, we will close the submission of questions. I will then 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 general questions that have been submitted by shareholders during the 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 will now call the meeting to order and would like to start by introducing our slate of director nominees who are joining us through this audiocast today. Michael Angelakis, Thomas Baltimore, Jack Flannon, Ted Leonsis, Deborah Majoras, Karen Parkhill, Charles Phillips, Lynn A. Pike, Randal K. Quarles, Noel Wallace, Lisa W. Wardell, and Christopher D. Young. Dr. Vissella, a member of our board since 2012, is not standing for re-election today as he has reached our mandatory retirement age.
Dr. Vissella has served as a trusted advisor to the board and company leadership during his tenure. On behalf of the board, I want to thank him for his years of service to American Express and wish him well in the future. Also joining us through audiocast today is Timothy Boyce, a partner at our outside audit firm, PricewaterhouseCoopers. The proxy holders for this meeting are Laureen Seeger, Jim Killalane, David Kinnerk, and Brandon Egren. I will now turn the meeting over to Jim to review the meeting rules. Jim, 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, 2025 annual report, and other reports on file with the SEC. We encourage you to review that information in conjunction with today's discussion. Today's discussion also contains non-GAAP financial measures. 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 five items for shareholder vote, three management proposals and two shareholder proposals, all of which are described in our 2026 proxy statement.
Shareholder proponents will have up to 4 minutes to discuss their proposals. After the proposals have been presented, we will take any questions relating to the proposals, 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 audio recording device. Shareholders may submit questions at any time during the official business portion of 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 to 2 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 annual meeting and related proxy materials or a notice of internet availability of these materials were mailed beginning March 25, 2026 to all shareholders of record as of March 6, 2026. In addition, I have in my possession the oath 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 6, 2026. 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 Peter Descovich, an agent of Broadridge, to act as the Inspector of Election.
Mr. Descovich, 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 88.86% 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, Jim. I declare that a quorum is present. The meeting is now convened for the purpose of transacting business properly brought before it. We are now ready to consider the five items that are up for shareholder vote. We will take questions on the proposals after all proposals have been presented. The polls are now open to vote on these proposals. Jim will now introduce them.
Thanks, Steve. As previously mentioned, there are 5 proposals on the agenda today, comprised of 3 management proposals and 2 shareholder proposals, all of which are described in our 2026 proxy statement. I will start with the management proposals. The first proposal is to elect our 13 director nominees. The second proposal is to ratify the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for 2026. The third proposal is the advisory resolution to approve the compensation of the company's named executive officers. The fourth proposal is a shareholder proposal submitted by Inspire Investing LLC on behalf of Lillian Price. It appears on page 88 of the proxy statement. Tim Schwarzenberger will now introduce this proposal on Ms. Price's behalf. Please play his pre-submitted recording.
Hello, my name is Tim Schwarzenberger, Portfolio Manager and Director of Corporate Engagement for Inspire Investing, the world's largest provider of Christian ETFs. We believe companies best serve shareholders by staying focused on their core business and avoiding involvement in highly contested social issues that create reputational and financial risk. That's why we filed proposal number 4, requesting transparency around coverage of transgender medical interventions for minors under American Express's health plans. These treatments raise serious medical, legal, and fiduciary concerns, particularly given growing global scrutiny and shifting standards of care. To help put a human face on these concerns, I'd like to yield my time to Soren Aldaco, who has firsthand experience with these treatments and their lasting consequences. Soren.
My name is Soren Aldaco. I'm a 23-year-old detransition woman, and I'm here to talk about what corporate health insurance did to me as a teenager. Between 17 and 19, I was prescribed cross-sex hormones and had both healthy breasts surgically removed, all under the banner of gender-affirming care, all covered by my mother's employer-sponsored health plan. My path to that operating table began not with gender, but with trauma. At 11, I was sexually groomed online by adult strangers. That experience made me hate my body, particularly the parts that had been violated. When I finally brought that hatred to medical professionals, not one asked why a teenage girl might want to erase the most visible markers of her womanhood. In fact, the therapist who I opened up to about my trauma was the one who wrote the letter for my double mastectomy.
After the surgery, blood pooled in my chest and abdomen. The surgeons who had billed tens of thousands to my corporate health insurance went silent. Lying alone under fluorescent emergency room light, I realized the procedure sold to me as liberation had become its own trauma. I share this experience not for sympathy, but because decisions made in boardrooms have consequences in operating rooms. Every company that includes these interventions in its benefits plan is a link in the chain between a confused child and an irreversible outcome. The so-called medical consensus that once shilled these practices is fracturing. The American Society of Plastic Surgeons now recommends delaying gender surgeries on minors, citing insufficient evidence. The AMA has affirmed that surgical interventions in minors should generally be deferred into adulthood.
Before the U.S. Supreme Court, the ACLU's own lead attorney conceded there is no evidence that withholding these interventions leads to suicide, dismantling the very threat used to override parental judgment for years. My own case is now before the Supreme Court of Texas. As one of my attorneys argued, a doctor's responsibility to do no harm does not disappear because a distressed teenager asked for something. Walmart has already updated its plan to exclude sex reassignment surgeries for minors. Based on publicly available information, American Express has not. Its plan appears to cover puberty blockers, cross-sex hormones, and surgeries for minor dependents of employees. Shareholders deserve to know whether the company has evaluated the legal, ethical, and reputational risks of maintaining that coverage as the landscape shifts. I was groomed on the internet, failed by my therapist, and gutted by surgeons who disappeared when things went wrong.
My mom went to work every day not fully realizing her benefits package was underwriting my destruction. I'm asking you to support this proposal, not as a political statement, but as basic due diligence. Children cannot consent to decisions they cannot developmentally understand. The adults and institutions around them have to be the ones who pause. I didn't get that pause. I'm asking that American Express help ensure the next child does. Thank you.
Thank you for presenting the proposal. As explained in our opposition statement included in the proxy statement, we continue to believe that the requested report is unwarranted and not in the best interest of the company and our shareholders. Our governance framework already provides strong oversight over our healthcare benefits programs. In selecting plan providers, we consider operational feasibility, cost and utilization trends, and applicable legal and regulatory requirements, as well as the practical ability to administer benefits across our global workforce. Individual healthcare decisions and potential eligibility are made by colleagues in consultation with their providers, not the company. We also continue our practice of providing transparency into our benefits programs, making the requested report redundant and unnecessary. Jim, please introduce the next shareholder proposal.
The fifth proposal is a shareholder proposal submitted by the National Center for Public Policy Research. It appears on page 91 of your proxy statement. Steve Malloy will now introduce this proposal. Please play his pre-submitted recording.
Good morning, fellow shareholders. My name is Steve Malloy. I am the Executive Director of the Free Enterprise Project of the National Center for Public Policy Research. I am asking you to vote yes on proposal number 5 for a political bias audit. Nobel Prize-winning economist Milton Friedman wrote in 1970 that the social responsibility of a corporation is to increase its profits. You see, businesses are society's wealth creation machines. Businesses are not governments, charities, or activist groups. Too many companies have fallen into the trap of trying to be something they're not. American Express is one of these companies. American Express supports abortion and Planned Parenthood. It promotes transgender ideology, including puberty blockers and genital mutilation. Management supports The Trevor Project, which allows adults to communicate with children as young as 13 about sexually explicit topics, including the promotion of transgenderism.
American Express supports the Global Alliance for Responsible Media, a politically biased media censorship group. Management supports the teaching of critical race theory, including the notion that capitalism is evil. The company has pledged over $1 billion for social justice organizations, including the dubious Black Lives Matter. American Express also supports the climate hoax, hoping to get to the pointless net zero emissions by 2050. I could go on, but you get the point. None of this has anything to do with the credit card business. These activities are a waste, if not just theft, of shareholder resources undertaken to advance the personal political agendas of board members, corporate management, and activist employees. Now, we can all imagine what management is thinking right about now. If you don't like what we're doing, why don't you invest elsewhere? That's a good question. Here's the answer.
Publicly owned companies like American Express have been hijacked by left-wing political activists for the benefit of the activists' bizarre, anti-people, anti-American, and anti-capitalist social and political agendas. We are here to whack back the hijack and return companies to political neutral and strictly focused on wealth creation. Management should concentrate on business, not politics and social causes. Management should pay attention to what's good for shareholders, not to what's good for anti-business political and social activists. Toward that end, American Express is in desperate need of some sort of corporate TSA to stop the political hijacking. Please vote yes on proposal number 5. Thank you.
Thank you for presenting the proposal. As explained in our opposition statement included in the proxy statement, we continue to believe that the requested political bias committee and related report are neither necessary nor in the best interest of the company or our shareholders. Our governance framework already provides strong oversight of political and reputational risks. In addition, our political contributions are made as permitted under federal, state, and local laws without regard for the private political preferences of the company's executives or directors or in pursuit of an ideological agenda. We also already publicly disclose our political activities, making the request for an annual report to shareholders redundant and not necessary. Jim, are there any other matters to be presented before this meeting?
There are no further matters to be brought before this meeting, Steve.
We will now respond to questions from shareholders on the five proposals. Are there any questions that pertain to the voting matters?
Yes, Steve. The first question, we received one comment about the shareholder proposals. It is not a question. I wanted to read it for the shareholders. From Isaac Willour from Bowyer Research. Thank you for the constructive and positive engagement with shareholders. We consider our engagement earlier this season an excellent example of effective investor-company dialogue and particularly appreciate the good faith sentiment you bring to the table.
Thank you. We always value our shareholders' feedback and are committed to maintaining an ongoing dialogue.
We received another comment from Peter Kaiser. Greetings, American Express. To be a highly integrated company, American Express needs to fulfill its fiduciary duty and give a fair return. This means that it should avoid paying for abortion travel for employees, which can limit lives of future employees and customers. Avoid support of radical LGBTQ policies. Just do moral business and be neutral on social policies.
Our focus is on ensuring that all colleagues feel respected and supported to deliver their best so that they can provide the best products and services for our customers, which is key to driving our company's growth and shareholder returns. Since there are no more questions, I will close the polls momentarily. If you have not yet 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. Jim, will you please re-report the preliminary results?
The preliminary voting results are as follows. All 13 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, and neither 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 4 business days of today's meeting. I will now turn the meeting back over to Stephen Squeri.
Thank you, Jim. That completes the official business of the meeting. The formal meeting is now adjourned, and we will now close submission of questions. I will now provide a brief overview of the company's performance and priorities. 2025 was an excellent year for American Express. We delivered record revenues of $72 billion, up 10% year-over-year, and we generated record annual net income of over $10 billion, or $15.38 per share, up 15% year-over-year, excluding the prior year gain from the sale of Accertify. Card member spending was strong and led to total bill business of $1.7 trillion. We also acquired 12.5 million new proprietary cards in 2025, driven by strong demand for our premium fee-based products.
Finally, our disciplined capital management program enabled us to return $7.6 billion in capital to shareholders last year. The ongoing momentum in our business is the result of the great work of our colleagues across the company, the loyalty and engagement of our premium customers around the world, as well as our focus on our five strategic imperatives. Expand our leadership in the premium consumer space, build on our strong position in commercial payments, strengthen our global integrated network, build on our unique global position, and reimagine our customer and colleague experiences. We had a very strong start to the year, reflecting continued momentum across our premium customer base and the execution of our proven growth strategies. We reported Q1 revenues of $19 billion, up 11% year-over-year, generating net income of $3 billion and earnings per share of $4.28.
Looking ahead, I'm confident that we can continue delivering strong results and create value for our shareholders over the long term because of our powerful membership model. Our loyal card members, an incredible network of merchants and partners, and our dedicated colleagues around the world who make it all possible. Thank you. As I said earlier, we're 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'll not be addressing questions that are inappropriate, refer to personal card member information, or otherwise unrelated to the proposals or business of the meeting. Please refer to our rules of conduct for further information on types of questions that fall into these categories.
Thank you, Steve. Please give us one moment to finish compiling the questions that have come in. Steve, the first question is from Sherry Reyes. In reviewing the board of directors, the youngest director is 54 years old. What is being done to ensure the board is in touch with the younger generations and ensure succession planning?
We have a robust board succession planning process in place, and we've added 10 new members since 2020. The process is designed to ensure that we maintain an appropriate mix of skills, tenures, and depth of experiences relevant to support our company's strategic priorities. This includes building on our leadership in premium by attracting and engaging the next generation of card members. As you can see in our results, our strategy is working. Millennials and Gen Z's have been our fastest-growing consumer cohort for several years, representing around 66% of our new acquisitions globally and now have the largest share of U.S. consumer spending.
Our next question is from Larry Hofbauer. What are the main reasons for the recent share price decline, and why did so much inside selling occur?
We don't speculate on short-term market movements. We're focused on running the company for the long term. We have a long track record of delivering superior returns and are confident in our strategy to deliver sustainable long-term value for our shareholders by continuing to execute our proven playbook. As it relates to the second question, a significant portion of our executive compensation program is long-term equity-based to ensure alignment of pay for performance. Recent trading activity is consistent with sales that typically occur around the equity vesting events and routine personal, financial, and tax planning activity. Sales were not broad-based.
Steve, there are no more questions.
Thank you, Jim. Blah, blah, blah. Since there are no further questions, this concludes today's meeting. Thank you very much for attending.
This now concludes the meeting. Thank you for joining, and have a pleasant day.