STOCK TITAN

Douglas Herrington (AMZN) sells 6,370 shares, exercises 15,925 RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AMAZON COM INC executive Douglas J. Herrington, CEO Worldwide Amazon Stores, reported a mix of stock sales and equity awards activity. On May 21, 2026, he exercised restricted stock unit awards to acquire 15,925 shares of common stock at a conversion price of $0.00 per share, with each unit converting into one share.

On the same date, he executed open-market sales totaling 6,370 shares of Amazon common stock at weighted average prices around $262–$264 per share. These sales were made pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on November 10, 2025, indicating the transactions were scheduled in advance.

Following these transactions, Herrington held approximately 484,472 shares of Amazon common stock directly, plus 6,606.917 shares indirectly through an Amazon.com 401(k) plan account. The filing also details multi-year vesting schedules for his outstanding restricted stock unit awards.

Positive

  • None.

Negative

  • None.
Insider Herrington Douglas J
Role CEO Worldwide Amazon Stores
Sold 6,370 shs ($1.67M)
Type Security Shares Price Value
Exercise Restricted Stock Unit Award 7,500 $0.00 --
Exercise Restricted Stock Unit Award 2,860 $0.00 --
Exercise Restricted Stock Unit Award 5,565 $0.00 --
Exercise Common Stock, par value $.01 per share 7,500 $0.00 --
Exercise Common Stock, par value $.01 per share 2,860 $0.00 --
Exercise Common Stock, par value $.01 per share 5,565 $0.00 --
Sale Common Stock, par value $.01 per share 4,200 $261.8781 $1.10M
Sale Common Stock, par value $.01 per share 1,370 $263.1154 $360K
Sale Common Stock, par value $.01 per share 800 $263.8538 $211K
holding Common Stock, par value $.01 per share -- -- --
Holdings After Transaction: Restricted Stock Unit Award — 22,500 shares (Direct, null); Common Stock, par value $.01 per share — 484,472 shares (Direct, null); Common Stock, par value $.01 per share — 6,606.917 shares (Indirect, Amazon.com 401(k) plan account)
Footnotes (1)
  1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 11/10/2025. Represents the weighted average sale price. The highest price at which shares were sold was $262.47 and the lowest price at which shares were sold was $261.52. Represents the weighted average sale price. The highest price at which shares were sold was $263.43 and the lowest price at which shares were sold was $262.59. Represents the weighted average sale price. The highest price at which shares were sold was $263.90 and the lowest price at which shares were sold was $263.63. Converts into Common Stock on a one-for-one basis. This award vests based upon the following vesting schedule: 7,500 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, February 21, 2024, May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027. This award vests based upon the following vesting schedule: 2,600 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 3,520 shares on May 21, 2025; 3,500 shares on each of August 21, 2025, November 21, 2025, and February 21, 2026; 2,860 shares on May 21, 2026; 2,840 shares on each of August 21, 2026, November 21, 2026, and February 21, 2027; 7,980 shares on May 21, 2027; and 7,960 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028. This award vests based upon the following vesting schedule: 3,827 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 5,565 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 5,564 shares on February 21, 2027; 6,785 shares on May 21, 2027; 6,784 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028; 17,162 shares on each of May 21, 2028 and August 21, 2028; 17,161 shares on each of November 21, 2028 and February 21, 2029; 13,236 shares on each of May 21, 2029, August 21, 2029, and November 21, 2029; and 13,235 shares on February 21, 2030.
Shares sold 6,370 shares Open-market sales on May 21, 2026
Sale prices $261.8781–$263.8538 per share Weighted average prices across three sale tranches
Shares acquired via RSUs 15,925 shares Exercise/conversion of Restricted Stock Unit Awards
Conversion price $0.00 per share RSU Awards converting one-for-one into common stock
Direct holdings after transactions 484,472 shares Common stock directly owned after May 21, 2026 activity
Indirect 401(k) holdings 6,606.917 shares Amazon.com 401(k) plan account balance
Net share change -6,370 shares Net buy/sell shares from open-market transactions
10b5-1 plan adoption date November 10, 2025 Pre-arranged trading plan governing the reported sales
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 11/10/2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Restricted Stock Unit Award financial
"security_title: "Restricted Stock Unit Award" with underlying common stock on a one-for-one basis."
A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.
weighted average sale price financial
"Represents the weighted average sale price. The highest price at which shares were sold was $262.47 and the lowest price was $261.52."
vesting schedule financial
"This award vests based upon the following vesting schedule: 7,500 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, February 21, 2024, May 21, 2026..."
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
one-for-one basis financial
"Converts into Common Stock on a one-for-one basis."
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Herrington Douglas J

(Last)(First)(Middle)
P.O. BOX 81226

(Street)
SEATTLE WASHINGTON 98108-1226

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AMAZON COM INC [ AMZN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO Worldwide Amazon Stores
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, par value $.01 per share05/21/2026M7,500A$0484,472D
Common Stock, par value $.01 per share05/21/2026M2,860A$0487,332D
Common Stock, par value $.01 per share05/21/2026M5,565A$0492,897D
Common Stock, par value $.01 per share05/21/2026S(1)4,200D$261.8781(2)488,697D
Common Stock, par value $.01 per share05/21/2026S(1)1,370D$263.1154(3)487,327D
Common Stock, par value $.01 per share05/21/2026S(1)800D$263.8538(4)486,527D
Common Stock, par value $.01 per share6,606.917IAmazon.com 401(k) plan account
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 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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit Award$0(5)05/21/2026M7,50005/21/2023(6)02/21/2027Common Stock, par value $.01 per share7,500$022,500D
Restricted Stock Unit Award$0(5)05/21/2026M2,86005/21/2024(7)02/21/2028Common Stock, par value $.01 per share2,860$040,380D
Restricted Stock Unit Award$0(5)05/21/2026M5,56505/21/2025(8)02/21/2030Common Stock, par value $.01 per share5,565$0165,420D
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 11/10/2025.
2. Represents the weighted average sale price. The highest price at which shares were sold was $262.47 and the lowest price at which shares were sold was $261.52.
3. Represents the weighted average sale price. The highest price at which shares were sold was $263.43 and the lowest price at which shares were sold was $262.59.
4. Represents the weighted average sale price. The highest price at which shares were sold was $263.90 and the lowest price at which shares were sold was $263.63.
5. Converts into Common Stock on a one-for-one basis.
6. This award vests based upon the following vesting schedule: 7,500 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, February 21, 2024, May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027.
7. This award vests based upon the following vesting schedule: 2,600 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 3,520 shares on May 21, 2025; 3,500 shares on each of August 21, 2025, November 21, 2025, and February 21, 2026; 2,860 shares on May 21, 2026; 2,840 shares on each of August 21, 2026, November 21, 2026, and February 21, 2027; 7,980 shares on May 21, 2027; and 7,960 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028.
8. This award vests based upon the following vesting schedule: 3,827 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 5,565 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 5,564 shares on February 21, 2027; 6,785 shares on May 21, 2027; 6,784 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028; 17,162 shares on each of May 21, 2028 and August 21, 2028; 17,161 shares on each of November 21, 2028 and February 21, 2029; 13,236 shares on each of May 21, 2029, August 21, 2029, and November 21, 2029; and 13,235 shares on February 21, 2030.
Remarks:
The reporting person undertakes to provide, upon request by the staff of the SEC, the issuer, or a security holder of the issuer, full information regarding the number of shares transacted at each price, with respect to all transactions reported on this Form 4.
/s/ by Susan K. Jong as attorney-in-fact for Douglas J. Herrington, CEO Worldwide Amazon Stores05/26/2026
** Signature of Reporting PersonDate
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did AMZN executive Douglas Herrington report on May 21, 2026?

Douglas Herrington reported exercising restricted stock units into 15,925 Amazon shares and selling 6,370 shares in open-market trades on May 21, 2026. The filing also updates his direct and indirect post-transaction shareholdings.

How many Amazon (AMZN) shares did Douglas Herrington sell in this Form 4 filing?

Douglas Herrington sold 6,370 Amazon common shares in open-market transactions. These sales were split across three trades, each reported with a separate weighted average sale price in the low-$260s per share range according to the Form 4 data.

Did Douglas Herrington acquire new Amazon (AMZN) shares through equity awards in this filing?

Yes. Herrington exercised Restricted Stock Unit Awards that converted into 15,925 Amazon common shares at a stated conversion price of $0.00. Each restricted stock unit converts into one share, increasing his direct equity stake before subsequent sales.

Were Douglas Herrington’s AMZN stock sales made under a Rule 10b5-1 plan?

Yes. A footnote states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on November 10, 2025. Such plans pre-schedule trades, making the timing less discretionary and often viewed as routine portfolio management.

What are Douglas Herrington’s Amazon (AMZN) holdings after the reported transactions?

After the reported transactions, Herrington directly held about 484,472 Amazon common shares. He also indirectly held 6,606.917 shares through an Amazon.com 401(k) plan account, according to the ownership tables included in the Form 4 filing.

What vesting schedules are disclosed for Douglas Herrington’s AMZN Restricted Stock Unit Awards?

The filing describes detailed vesting schedules for several Restricted Stock Unit Awards, with specified share amounts vesting on multiple dates from May 21, 2023 through February 21, 2030. These schedules outline when additional shares may be delivered over time.