American Express Company (AXP) Earnings Call Transcript & Summary

Good morning, everybody. It's good to be back in person after 3 years. I'm Steve Squeri, the Chairman and Chief Executive Officer of American Express. On behalf of the Board, our management team and all American Express colleagues, it is my pleasure to welcome you to the American Express 2022 Annual Meeting of Shareholders. It's great to see you here today, and we appreciate your cooperation in following the health and safety protocols. As Chairman, I'll preside at this meeting. With me on the stage is Kristina Fink, Corporate Secretary and Chief Governance Officer of the company, who will assist me in conducting today's meeting. Before we begin, I remind you that the agenda and the rules of today's meeting are set forth in the printed program handed out when you came in. Please review them as they are now in effect. Each of you should have registered at the desk as you entered the meeting. If there are any of you who have not registered, would you, at this time, please step over to the desk and register. Now I'd like to begin by providing an overview of the agenda for today's meeting. First, I'll call the meeting to order and provide some introductions. Then I'll turn the meeting over to Kristina, and she will go over some procedural matters necessary for our corporate record-keeping and describe some of the rules for the meeting. She will then introduce the 4 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 my presentation, we'll use the remaining time to take general questions from shareholders. Let's now turn to the official business of our meeting. Because this is a meeting of shareholders, only shareholders should speak and should relate to the company's business. To permit shareholders who cannot be here today to listen to these proceedings, we're providing a live audio webcast of today's meeting. Please note that the audiocast will be recorded and will consist of copyrighted material. You may not record or rebroadcast these materials without American Express's consent. As Chairman, I'll be responsible for the conduct of today's meeting. I will seek to have an orderly, informative session in which we get our business done, complete the voting and tabulating and give shareholders the opportunity to ask questions that are relevant to the company's business. To accomplish this, I ask that each shareholder keep his or her remarks brief and to the point and not interrupt other shareholders. Our goal is to ensure that all persons who wish to speak get a chance to do so in an orderly way. So please keep your remarks to 2 minutes, unless you're presenting a proposal. The shareholder introducing his proposal may speak for up to 4 minutes. Privacy considerations prevent me from discussing questions relating to any specific card member. If you need help with any personal card matters, please visit our customer service table outside of this room after the meeting adjourns where Pamela Ernst will be present to address any questions that you may have. Pamela, will you please stand? Thank you. I will now introduce our slate of directors. I will ask each of them to stand briefly when I mention their name. Please hold your applause until all director nominees have been introduced. In addition to myself, with us today are Tom Baltimore, Charlene Barshefsky, Jack Brennan, Peter Chernin, Ralph de la Vega, Karen Parkhill, Charles Phillips, Lynn Pike, Dan Vasella, Lisa Wardell and Chris Young. Mike Leavitt and Ted Leonsis could not be with us here today and are listening via the audiocast. Please join me in applauding this outstanding group of directors. Ron Williams, a member of our Board since 2007, is not for reelection today as he has reached our mandatory retirement age. Ron has served as a trusted adviser to the Board and the company leadership during his tenure by providing keen insight and valuable guidance. On behalf of the Board, I want to thank Ron for his years of service to American Express. Also with us today is Roy Turner, a partner at our outside audit firm, PricewaterhouseCoopers. The proxyholders for this meeting are Laureen Seeger, Richard Starr and Kristina Fink. I will now turn the meeting over to Kristina.

Thank you, Steve. Today's discussion 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 2021 annual report and other reports on file with the SEC. Today's discussion also contains non-GAAP financial measures. Comparable GAAP financial measures are included 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 4 items for shareholder vote, 3 management proposals and 1 shareholder proposal, all of which are described in our 2022 proxy statement. The shareholder proponent will have up to 4 minutes to present his proposal. After the proposals have been presented, we will answer any questions on the proposal, close the voting, tabulate the votes, and I will announce the preliminary results. In my possession, I have a copy of the notice of Annual Meeting of Shareholders dated March 18, 2022, an affidavit showing that notice of this meeting was duly given. A copy of this notice and affidavit will be filed with the minutes of this meeting. All shareholders of record at the close of business on March 7, 2022, are entitled to vote at this meeting. A certified list of the company's shareholders of record is also present at today's and will remain open for inspection during the meeting. The minutes of the last Annual Meeting of Shareholders are also here and are available for inspection. The company has designated Chris Woods, an agent of Broadridge, to act as the inspector of election. Mr. Woods has taken the oath of office and is prepared to serve. Mr. Woods has advised me that holders of shares representing over 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 in person during this meeting will be included in the inspector's report, which will be filed with the records of the meeting. I'll now turn the meeting back over to Steve.

Thanks, Kristina. The meeting is now duly convened for the purpose of transacting business brought -- properly brought before it. At this point, we'll move to the various proxy proposals. We'll take questions on the proposals after they have all been presented. We'll have time later in the meeting after my presentation for general questions. If you have already voted by proxy and do not wish to change your vote, you do not have to do anything at this time. For those of you who haven't voted by proxy or for those of you that wish to change your vote, ballots will be handed out to you. Will any shareholder who wants a ballot, please raise your hand. My colleagues will come to give you a ballot. If you are voting today by ballot, please vote on all items as the submission of a ballot will now revoke your prior proxy. The polls are now open to vote. Kristina, will you now introduce the proposals?

Thanks, Steve. As I mentioned previously, there are 4 proposals on the agenda today comprised of 3 management proposals and 1 share proposal, all of which are described in our 2022 proxy statement. I will start with the management proposals. The first proposal is to elect our 14 director nominees. The second proposal to ratify the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for 2022. The third proposal is the advisory resolution to approve the compensation of the company's executive officers. And the fourth proposal is a shareholder proposal submitted by John Chevedden on behalf of Kenneth Steiner requesting adoption of a policy that 2 separate people hold the offices of Chairman and CEO. Mr. Chevedden, can you hear us?

Yes, this is John Chevedden. Can you hear me okay?

Yes, we can, Mr. Chevedden. As a reminder, you have up to 4 minutes to present the proposal. Please go ahead.

Proposal 4, independent Board Chairman, sponsored Kenneth Steiner. The shareholders request that the Board of Directors adopt an enduring policy and amend the governing documents in order to that 2 separate people hold the office of the Chairman and the office of the CEO. Whenever possible, the Chairman of the Board shall be an independent director. The Board has a discretion to select a temporary Chairman of the Board who is not an independent director to serve while the Board is seeking an independent Chairman of the Board. The Chairman shall not be a former CEO of the company. This proposal topic won 52% support at Boeing and 54% support at Baxter International in 2020. Boeing then adopted this proposal topic. This proposal topic won 33 -- 36% support at an earlier American Express Annual Meeting. This 36% support most likely represented a near majority from the non-Berkshire Hathaway shares, which now own 20% of American Express stock. American Express shareholders need to be aware of that improvements in American Express corporate governance will be held back because American Express management's resistance to improving corporate governance and Berkshire Hathaway will always back management. American Express stock may underperform due to this negative aspect of Berkshire Hathaway ownership. Management claims that shareholder feedback is the reason we do not have an independent Board Chairman. To get shareholder feedback, all that American Express management needed to do is make one phone call to Berkshire Hathaway. And as Berkshire Hathaway is still 100% [indiscernible] and improving corporate governance at American Express. Berkshire Hathaway can swing the vote against any governance improvement at American Express. An independent Chairman would be free of CEO duties and have more time to focus on improving the succession planning for American Express Board. For instance, a new director, Mr. Thomas Baltimore, received the most negative votes of any American Express director at our 2021 Annual Meeting. Mr. Baltimore received up to 40x the negative votes of other American Express directors. Our lead director from 2018 to 2021, Mr. Ronald Williams, with 15 years long tenure, violated an important attribute of a lead director, independence. As director tenure goes up, director independence goes down. A lead director is no substitute for an independent Board Chairman. The value to shareholders of having a lead director like Mr. Ronald Williams is perhaps 10% of the value of having an independent Board Chairman. A lead director can delegate most of the lead director duties to the CEO office and simply rubber stamp it. There's no way shareholders can be sure of what goes on. Please vote yes, independent Board Chairman, Proposal 4.

Thank you, Mr. Chevedden. Kristina, 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 4 proposals. Are there any questions that pertain to the voting matters?

Okay. If there are no questions pertaining to the voting matters, please turn in your ballots so that we can tabulate the votes on the proposals introduced today. If you brought your proxy to the meeting and haven't turned it in, you may do so now. Has everyone who wish to vote done so? Since everyone has voted, I declare the polls closed and ask the inspector of election to tabulate the ballots. Kristina, will you please report the preliminary results?

The preliminary voting results are as follows: all 14 director nominees have been duly elected to the Board of Directors, the appointment of PricewaterhouseCoopers has been ratified, the advisory vote on executive has been approved, and the shareholder proposal related to an independent Chairman did not receive 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.

Thanks, 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. Our performance in 2021 was one of the best in the company's history, thanks to the efforts of our talented and dedicated colleagues around the globe. Let me start by quickly recapping our key metrics. We reported total revenues of $42.4 billion, up 17% year-over-year on an FX-adjusted basis and our highest ever EPS of $10.02. Record levels of card member spending, driven by the strength of goods and services spending globally, led to network volumes of $1.3 trillion, a year-over-year increase of 23% on an FX adjusted basis. We also acquired 9.7 million new proprietary cards in 2021, driven by strong demand for our premium fee-based products, particularly among millennial and Gen Z consumers and small businesses. And we returned $9 billion of capital to shareholders last year through share buybacks and dividends. Our performance in 2021 was the result of strategies we had put in place prior to the pandemic, our efforts to support our customers and colleagues since the start of the pandemic and the moves we've made to seize on the growth opportunities that emerged towards the end of 2020. I'm not going to mention everything we did, but here on the slide are just a few highlights. We achieved strong levels of customer retention and satisfaction, which remain above prepandemic levels. We again ranked #1 in J.D. Power's Annual Credit Card Satisfaction Study of U.S. consumers, the 11th time in 15 years the study has been conducted. During 2021, we made significant marketing investments to drive card member engagement, enhance our value proposition to attract new card members, including launching a refreshed Consumer and Business Platinum products in the U.S. We maintained outstanding credit performance with key metrics near historical lows. In 2021, we continue to expand our merchant network globally by adding over 7 million merchant locations outside the U.S. while sustaining virtual parity coverage in the U.S. Our strong Q1 performance gives us even more confidence that our strategy is the right one to position us for long-term growth. We reported Q1 revenues of $11.7 billion, up 31% over Q1 2021 on an FX-adjusted basis and earnings per share of $2.73. The continued momentum we saw in our strong Q1 results despite the uncertain economic environment reinforces the confidence we have in our ability to achieve our long-term growth aspirations. In closing, I'm proud of our colleagues who remain nimble and focused throughout the pandemic. Their dedication and hard work along with the flexibility of our business model, the loyalty of our customer base, the strength of our partnerships and the value of our brand and make me feel very optimistic about the future. Thank you. As I said earlier, we're now going to answer general questions. Please note that we will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed. As a reminder, the rules of the meeting remain in effect and allow us -- and will allow us to answer as many questions from as many shareholders as possible. Shareholders who wish to speak must limit their remarks to 2 minutes. Since there are no questions, this concludes today's meeting. Thank you very much for attending.