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AMZN Form 4: Herrington discloses 2,500-share sale under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

The filing reports that Douglas J. Herrington, identified as CEO Worldwide Amazon Stores, executed a sale of 2,500 shares of Amazon.com, Inc. common stock on 09/02/2025 at a reported price of $223.49 per share. Following the reported transaction, the filing shows 518,007 shares beneficially owned directly and 6,595.324 shares held indirectly in an Amazon.com 401(k) plan account. The sale is reported under code S(1) and the filer states the transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on 11/07/2024. The form is signed by an attorney-in-fact on behalf of Herrington on 09/04/2025.

Positive

  • Transaction disclosed under a Rule 10b5-1 plan, indicating pre-established trading instructions
  • Complete Form 4 fields provided: transaction date, price, amount, and post-transaction beneficial ownership

Negative

  • Insider sale of 2,500 shares was executed (sale code S(1) on 09/02/2025)
  • Form does not include contextual details such as other recent transactions or the proportion of holdings sold

Insights

TL;DR: Officer sold 2,500 AMZN shares under a 10b5-1 plan; ownership and plan adoption dates are disclosed.

The report documents a routine insider sale by Douglas J. Herrington executed under a pre-established Rule 10b5-1 trading plan adopted 11/07/2024. The transaction is explicitly a sale of 2,500 shares at $223.49 per share on 09/02/2025. Post-transaction holdings are disclosed as 518,007 shares directly and 6,595.324 shares held indirectly in the company 401(k) plan. From a reporting perspective, the form provides clear transactional detail and compliance with Section 16 reporting; it does not include additional context such as total option holdings, recent prior transactions, or intent beyond the plan statement.

TL;DR: Disclosure shows compliance mechanisms (10b5-1 plan) and standard Form 4 reporting by an executive.

The filing explicitly states the sale was effected pursuant to a Rule 10b5-1 trading plan, which is a common governance mechanism for executives to mitigate insider trading concerns. The document identifies the reporting person, role, address, transaction date, price, and resulting beneficial ownership, and includes a signature by an attorney-in-fact. The filing does not present any additional governance actions or extraordinary transactions; it is a standard disclosure of an insider sale.

SEC Form 4
FORM 4 UNITED 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 WA 98108-1226

(City) (State) (Zip)
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)
CEO Worldwide Amazon Stores
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
4. If Amendment, Date of 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
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
Common Stock, par value $.01 per share 09/02/2025 S(1) 2,500 D $223.49 518,007 D
Common Stock, par value $.01 per share 6,595.324 I Amazon.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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 11/07/2024.
Remarks:
/s/ by Mark F. Hoffman as attorney-in-fact for Douglas J. Herrington, CEO Worldwide Amazon Stores 09/04/2025
** 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 Number.

FAQ

What did Douglas J. Herrington report on the Form 4 for AMZN?

He reported a sale of 2,500 shares of Amazon.com common stock on 09/02/2025 at $223.49 per share and disclosed post-transaction holdings.

Was the sale executed under a trading plan for AMZN insider Douglas J. Herrington?

Yes. The filing states the transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on 11/07/2024.

How many Amazon shares does Herrington beneficially own after the reported sale?

518,007 shares directly plus 6,595.324 shares held indirectly in an Amazon.com 401(k) plan account, as reported.

What price was reported for the sale on the Form 4?

The reported sale price was $223.49 per share for the 2,500 shares sold on 09/02/2025.

Who signed the Form 4 for Douglas J. Herrington?

The form was signed by Mark F. Hoffman as attorney-in-fact for Douglas J. Herrington on 09/04/2025.
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2.29T
9.74B
Internet Retail
Retail-catalog & Mail-order Houses
Link
United States
SEATTLE