Current Report Filing (8-k)
06 Januar 2023 - 10:43PM
Edgar (US Regulatory)
AMAZON COM INC false 0001018724 --12-31
0001018724 2023-01-05 2023-01-05
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
January 5, 2023
Date of Report
(Date of earliest event reported)
AMAZON.COM,
INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-22513 |
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91-1646860 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number) |
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(IRS Employer
Identification No.) |
410 Terry Avenue North, Seattle, Washington 98109-5210
(Address of principal executive offices, including Zip Code)
(206) 266-1000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of Each Class
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Trading Symbol(s) |
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Name of Each Exchange on Which
Registered |
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Common Stock, par value $.01 per share
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AMZN |
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Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this
chapter).
Emerging growth
company ☐
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| If an emerging growth company,
indicate by check mark if the registrant has elected not to use the
extended transition period for complying with any new or revised
financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act. |
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| ITEM 5.03. |
AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
YEAR.
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On January 5, 2023, the Board of Directors of Amazon.com, Inc. (the
“Company”) approved and adopted amendments to the Company’s
Amended and Restated Bylaws (the “Bylaws”) to: (i) reflect
recent amendments to, and align certain provisions with, the
Delaware General Corporation Law; (ii) implement procedural
and disclosure requirements for director nominees and shareholders
proposing director nominees and other business for consideration at
the Company’s annual or special meetings of shareholders, including
to address the U.S. Securities and Exchange Commission’s recently
adopted “universal proxy card” rules; (iii) address the
conduct of annual or special meetings of shareholders; and
(iv) make technical and conforming revisions and
clarifications.
The foregoing summary of the amendments to the Bylaws does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Bylaws, a copy of which is filed
as Exhibit 3.2 hereto.
| ITEM 9.01. |
FINANCIAL STATEMENTS AND EXHIBITS.
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(d) Exhibits.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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AMAZON.COM, INC. (REGISTRANT) |
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By: |
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/s/ David A. Zapolsky
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Dated: January 6, 2023
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David A. Zapolsky |
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Senior Vice President |
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