Global Business Travel Group Inc.

10/01/2026 | Press release | Distributed by Public on 10/01/2026 07:06

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
AMERICAN EXPRESS CO
2. Issuer Name and Ticker or Trading Symbol
Global Business Travel Group, Inc. [GBTG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
200 VESEY STREET
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2026
(Street)
NEW YORK, NY 10285
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/29/2026 D(1) 157,786,199 D (2) 0 I By Amex HoldCo
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
C Ordinary Shares of JerseyCo (3) 09/29/2026 D(1) 5,637,394 (3) (3) Class A Common Stock 5,637,394 (3) 0 I By Amex HoldCo.

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AMERICAN EXPRESS CO
200 VESEY STREET
NEW YORK, NY 10285
X X

Signatures

/s/ James J. Killerlane III, Corporate Secretary 10/01/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Transactions exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
(2) On September 29, 2026, the transactions contemplated by the Agreement and Plan of Merger, dated as of May 2, 2026, by and among Global Business Travel Group, Inc. (the Issuer) and the other parties thereto (the Merger Agreement), were consummated (the Merger). At the effective time of the Merger (the Effective Time), each share of Class A common stock, par value $0.0001 per share, of the Issuer (the Class A Common Stock) issued and outstanding immediately prior to the Effective Time, other than shares excluded under the Merger Agreement, was automatically cancelled, extinguished and converted into the right to receive $9.50 in cash. Accordingly, the 157,786,199 shares of Class A Common Stock held by American Express International, Inc. (Amex HoldCo.), an indirect, wholly owned subsidiary of the Reporting Person, were disposed of as described above. Following the Effective Time, the Reporting Person no longer beneficially owned any Class A Common Stock.
(3) In connection with the Merger, at the Effective Time, Amex HoldCo. ceased to hold 5,637,394 C ordinary shares of GBT JerseyCo Limited (the "C Ordinary Shares"). Following the Effective Time, the Reporting Person no longer beneficially owned any C Ordinary Shares.

Remarks:
Prior to the Effective Time, the Reporting Person may have been deemed a director by deputization of the Issuer for purposes of Section 16 of the Exchange Act.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Global Business Travel Group Inc. published this content on October 01, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on October 01, 2026 at 13:06 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]