Amazon Form 4: Director Daniel Huttenlocher receives 4,695 RSUs with multi-year vesting

Rhea-AI Filing Summary

Daniel P. Huttenlocher, a director of Amazon.com, Inc. (AMZN), was granted 4,695 restricted stock units (RSUs) on 09/10/2025. Each RSU converts one-for-one into common stock. The award vests in three equal installments of 1,565 shares on November 15 of 2026, 2027 and 2028, subject to the reporting person’s continued service as a director. Following the transaction the reporting person beneficially owns 4,695 shares directly. The Form 4 was signed by Mark F. Hoffman as attorney-in-fact for Daniel P. Huttenlocher.

Insights

Corporate Governance Expert

TL;DR: A routine director equity award that aligns the director’s interests with shareholders through time-based vesting.

The filing documents a time-based restricted stock unit grant of 4,695 units to a director, converting one-for-one to common stock and vesting in three annual tranches beginning November 15, 2026. This is a standard long-term incentive structure intended to promote retention and alignment with shareholder value over multiple years. The disclosure is complete for the award’s size, vesting schedule and conversion mechanics; no additional compensation details or performance conditions are reported.

Securities Analyst

TL;DR: Non-material insider grant disclosure; transaction increases reported direct beneficial ownership by 4,695 shares.

The Form 4 shows an acquisition (code A) of 4,695 RSUs exercisable into common stock one-for-one, with vesting on November 15 of 2026, 2027 and 2028 at 1,565 shares per tranche. The report lists the post-transaction beneficial ownership as 4,695 shares held directly. The filing is a standard Section 16 disclosure of equity compensation with no additional derivative instruments or cash consideration disclosed.

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
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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).

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^*

Huttenlocher Daniel P

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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

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
Restricted Stock Unit Award	$0(1)	09/10/2025		A		4,695		11/15/2026(2)	11/15/2028	Common Stock, par value $.01 per share	4,695	$0	4,695	D

Explanation of Responses:

1. Converts into Common Stock on a one-for-one basis.

2. Subject to the reporting person's continued service as a director of the issuer, this award will vest and convert into shares of Common Stock of the issuer at a rate of 1,565 shares on each of November 15, 2026, November 15, 2027, and November 15, 2028.

Remarks:

	/s/ by Mark F. Hoffman as attorney-in-fact for Daniel P. Huttenlocher	09/10/2025
	** 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 transaction did AMZN director Daniel P. Huttenlocher report on Form 4?

The report discloses a grant of 4,695 restricted stock units (RSUs) on 09/10/2025.

When do the RSUs awarded to Daniel P. Huttenlocher vest?

The RSUs vest in three equal installments of 1,565 shares on November 15, 2026, 2027 and 2028, subject to continued service.

How do the RSUs convert into Amazon common stock?

Each RSU converts one-for-one into common stock; the Form states conversion is one-for-one.

What is the reporting person's ownership after the transaction?

The filing reports 4,695 shares beneficially owned following the reported transaction.

Who signed the Form 4 on behalf of Daniel P. Huttenlocher?

The Form 4 is signed /s/ by Mark F. Hoffman as attorney-in-fact for Daniel P. Huttenlocher on 09/10/2025.