Statement of Changes in Beneficial Ownership (4)
24 Mai 2023 - 01:43AM
Edgar (US Regulatory)
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FORM 4
☐ Check this
box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
| 1. Name
and Address of Reporting Person * Olsavsky
Brian T |
2. Issuer Name and Ticker or Trading
Symbol AMAZON COM INC [ AMZN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Senior Vice President and CFO |
|
(Last)
(First)
(Middle)
P.O. BOX 81226 |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/21/2023
|
|
(Street)
SEATTLE, WA 98108-1226 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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)
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Rule 10b5-1(c) Transaction Indication
☐ 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. |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
|
Common Stock, par value $.01 per
share |
5/21/2023 |
|
M |
|
10600 |
A |
$0 |
59600 |
D |
|
|
Common Stock, par value $.01 per
share |
5/21/2023 |
|
M |
|
3940 |
A |
$0 |
63540 |
D |
|
|
Common Stock, par value $.01 per
share |
5/21/2023 |
|
M |
|
2260 |
A |
$0 |
65800 |
D |
|
|
Common Stock, par value $.01 per
share |
5/22/2023 |
|
S(1) |
|
16800 |
D |
$116.69 |
49000 |
D |
|
|
Common Stock, par value $.01 per
share |
|
|
|
|
|
|
|
1518.752 |
I |
Amazon.com 401(k) plan
account |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
7. Title and Amount of Securities Underlying
Derivative Security
(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 |
|
Restricted Stock Unit Award |
$0 (2) |
5/21/2023 |
|
M |
|
|
10600 |
5/21/2022 (3) |
2/21/2024 |
Common Stock, par value $.01 per
share |
10600 |
$0 |
31860 |
D |
|
|
Restricted Stock Unit Award |
$0 (2) |
5/21/2023 |
|
M |
|
|
3940 |
5/21/2022 (4) |
2/21/2026 |
Common Stock, par value $.01 per
share |
3940 |
$0 |
92340 |
D |
|
|
Restricted Stock Unit Award |
$0 (2) |
5/21/2023 |
|
M |
|
|
2260 |
5/21/2023 (5) |
2/21/2028 |
Common Stock, par value $.01 per
share |
2260 |
$0 |
105540 |
D |
|
| Explanation of
Responses: |
| (1) |
This transaction was
effected pursuant to a Rule 10b5-1 trading plan adopted by the
reporting person on 02/21/2023. |
| (2) |
Converts into Common Stock
on a one-for-one basis. |
| (3) |
This award vests based upon
the following vesting schedule and the satisfaction of certain
business criteria: 13,760 shares on each of May 21, 2022 and August
21, 2022; 13,780 shares on each of November 21, 2022 and February
21, 2023; 10,600 shares on May 21, 2023; and 10,620 shares on each
of August 21, 2023, November 21, 2023, and February 21,
2024. |
| (4) |
This award vests based upon
the following vesting schedule: 2,960 shares on each of May 21,
2022, August 21, 2022, and November 21, 2022; 2,980 shares on
February 21, 2023; 3,940 shares on each of May 21, 2023, August 21,
2023, November 21, 2023, and February 21, 2024; 11,360 shares on
each of May 21, 2024, August 21, 2024, and November 21, 2024;
11,380 shares on February 21, 2025; 8,760 shares on each of May 21,
2025, August 21, 2025, and November 21, 2025; and 8,780 shares on
February 21, 2026. |
| (5) |
This award vests based upon
the following vesting schedule: 2,260 shares on May 21, 2023; 2,240
shares on each of August 21, 2023, November 21, 2023, and February
21, 2024; 3,240 shares on each of May 21, 2024, August 21, 2024,
November 21, 2024, and February 21, 2025; 3,940 shares on each of
May 21, 2025, August 21, 2025, and November 21, 2025; 3,920 shares
on February 21, 2026; 9,920 shares on May 21, 2026; 9,900 shares on
each of August 21, 2026, November 21, 2026, and February 21, 2027;
7,640 shares on May 21, 2027; and 7,620 shares on each of August
21, 2027, November 21, 2027, and February 21, 2028. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Olsavsky Brian T
P.O. BOX 81226
SEATTLE, WA 98108-1226 |
|
|
Senior Vice President and CFO |
|
Signatures
|
|
/s/ by Mark F. Hoffman as attorney-in-fact for
Brian T. Olsavsky, Senior Vice President and CFO |
|
5/23/2023 |
| **Signature
of Reporting Person |
Date |
|
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
| * |
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). |
| Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
|
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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