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Amazon (NASDAQ: AMZN) AWS chief Garman sells shares, exercises RSUs

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

Rhea-AI Filing Summary

Amazon.com, Inc. executive Matthew S. Garman, CEO of Amazon Web Services, reported a mix of stock sales and equity award exercises in Amazon common stock. On May 21, 2026, he sold a total of 15,467 shares in multiple open‑market transactions at weighted average prices around $262–$266 per share under a pre‑arranged Rule 10b5‑1 trading plan.

On the same date, Garman exercised previously granted restricted stock unit awards, acquiring 18,196 shares of common stock at a conversion price of $0.00 per share. Following these transactions, he directly holds 29,626 shares of Amazon common stock and indirectly holds 887.52 shares through an Amazon.com 401(k) Plan Account.

Garman also continues to hold significant unvested or unexercised restricted stock unit awards, including 142,313 units in one award, which vest over time according to detailed vesting schedules extending through February 21, 2030.

Positive

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Insider Garman Matthew S
Role CEO Amazon Web Services
Sold 15,467 shs ($4.07M)
Type Security Shares Price Value
Exercise Restricted Stock Unit Award 4,860 $0.00 --
Exercise Restricted Stock Unit Award 1,500 $0.00 --
Exercise Restricted Stock Unit Award 4,000 $0.00 --
Exercise Restricted Stock Unit Award 7,836 $0.00 --
Exercise Common Stock, par value $.01 per share 4,860 $0.00 --
Exercise Common Stock, par value $.01 per share 1,500 $0.00 --
Exercise Common Stock, par value $.01 per share 4,000 $0.00 --
Exercise Common Stock, par value $.01 per share 7,836 $0.00 --
Sale Common Stock, par value $.01 per share 4,257 $261.9279 $1.12M
Sale Common Stock, par value $.01 per share 4,554 $263.1801 $1.20M
Sale Common Stock, par value $.01 per share 3,689 $264.0309 $974K
Sale Common Stock, par value $.01 per share 2,534 $264.9465 $671K
Sale Common Stock, par value $.01 per share 433 $265.6412 $115K
holding Common Stock, par value $.01 per share -- -- --
Holdings After Transaction: Restricted Stock Unit Award — 14,580 shares (Direct, null); Common Stock, par value $.01 per share — 16,290 shares (Direct, null); Common Stock, par value $.01 per share — 887.52 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 05/06/2025. Represents the weighted average sale price. The highest price at which shares were sold was $262.45 and the lowest price at which shares were sold was $261.51. Represents the weighted average sale price. The highest price at which shares were sold was $263.56 and the lowest price at which shares were sold was $262.57. Represents the weighted average sale price. The highest price at which shares were sold was $264.58 and the lowest price at which shares were sold was $263.59. Represents the weighted average sale price. The highest price at which shares were sold was $265.57 and the lowest price at which shares were sold was $264.59. Represents the weighted average sale price. The highest price at which shares were sold was $265.72 and the lowest price at which shares were sold was $265.60. Converts into Common Stock on a one-for-one basis. This award vests based upon the following vesting schedule: 3,420 shares on each of May 21, 2022, August 21, 2022, and November 21, 2022; 3,400 shares on February 21, 2023; 3,640 shares on May 21, 2023; 3,620 shares on each of August 21, 2023, November 21, 2023, and February 21, 2024; 4,300 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 6,320 shares on each of May 21, 2025 and August 21, 2025; 6,300 shares on each of November 21, 2025 and February 21, 2026; and 4,860 shares on each of May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027. This award vests based upon the following vesting schedule: 8,260 shares on each of May 21, 2023 and August 21, 2023; 8,240 shares on each of November 21, 2023 and February 21, 2024; 3,180 shares on each of May 21, 2024, August 21, 2024, and November 21, 2024; 3,160 shares on February 21, 2025; 6,960 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; 6,940 shares on February 21, 2026; 1,500 shares on May 21, 2026; 1,480 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: 4,000 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, February 21, 2025, May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027. This award vests based upon the following vesting schedule: 7,643 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 7,836 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 7,835 shares on February 21, 2027; 7,845 shares on each of May 21, 2027 and August 21, 2027; 7,844 shares on each of November 21, 2027 and February 21, 2028; 12,344 shares on each of May 21, 2028, August 21, 2028, and November 21, 2028; 12,343 shares on February 21, 2029; 9,514 shares on May 21, 2029; and 9,513 shares on each of August 21, 2029, November 21, 2029, and February 21, 2030.
Shares sold 15,467 shares Total Amazon common shares sold on May 21, 2026
Shares from RSU exercises 18,196 shares Common shares acquired via RSU conversions on May 21, 2026
Direct holdings after transactions 29,626 shares Amazon common stock held directly following reported trades
Indirect 401(k) holdings 887.52 shares Amazon.com 401(k) Plan Account balance after transactions
Largest RSU award balance 142,313 units Restricted Stock Unit Award units remaining after transaction
Additional RSU award 36,300 units Restricted Stock Unit Award units remaining in one grant
Net buy/sell shares -15,467 shares Net share change from buy/sell activity in transaction summary
Exercise count 4 exercises Number of derivative exercises (M code) reported
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/06/2025."
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" for multiple derivative transactions."
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 $262.45 and the lowest price at which shares were sold was $261.51."
vesting schedule financial
"This award vests based upon the following vesting schedule: 3,420 shares on each of May 21, 2022, August 21, 2022, and November 21, 2022; 3,400 shares on February 21, 2023..."
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.
derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security" for M code transactions."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
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*
Garman Matthew S

(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 Amazon Web Services
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 share05/21/2026M4,860A$016,290D
Common Stock, par value $.01 per share05/21/2026M1,500A$017,790D
Common Stock, par value $.01 per share05/21/2026M4,000A$021,790D
Common Stock, par value $.01 per share05/21/2026M7,836A$029,626D
Common Stock, par value $.01 per share05/21/2026S(1)4,257D$261.9279(2)25,369D
Common Stock, par value $.01 per share05/21/2026S(1)4,554D$263.1801(3)20,815D
Common Stock, par value $.01 per share05/21/2026S(1)3,689D$264.0309(4)17,126D
Common Stock, par value $.01 per share05/21/2026S(1)2,534D$264.9465(5)14,592D
Common Stock, par value $.01 per share05/21/2026S(1)433D$265.6412(6)14,159D
Common Stock, par value $.01 per share887.52IAmazon.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(7)05/21/2026M4,86005/21/2022(8)02/21/2027Common Stock, par value $.01 per share4,860$014,580D
Restricted Stock Unit Award$0(7)05/21/2026M1,50005/21/2023(9)02/21/2028Common Stock, par value $.01 per share1,500$036,300D
Restricted Stock Unit Award$0(7)05/21/2026M4,00005/21/2024(10)02/21/2027Common Stock, par value $.01 per share4,000$012,000D
Restricted Stock Unit Award$0(7)05/21/2026M7,83605/21/2025(11)02/21/2030Common Stock, par value $.01 per share7,836$0142,313D
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/06/2025.
2. Represents the weighted average sale price. The highest price at which shares were sold was $262.45 and the lowest price at which shares were sold was $261.51.
3. Represents the weighted average sale price. The highest price at which shares were sold was $263.56 and the lowest price at which shares were sold was $262.57.
4. Represents the weighted average sale price. The highest price at which shares were sold was $264.58 and the lowest price at which shares were sold was $263.59.
5. Represents the weighted average sale price. The highest price at which shares were sold was $265.57 and the lowest price at which shares were sold was $264.59.
6. Represents the weighted average sale price. The highest price at which shares were sold was $265.72 and the lowest price at which shares were sold was $265.60.
7. Converts into Common Stock on a one-for-one basis.
8. This award vests based upon the following vesting schedule: 3,420 shares on each of May 21, 2022, August 21, 2022, and November 21, 2022; 3,400 shares on February 21, 2023; 3,640 shares on May 21, 2023; 3,620 shares on each of August 21, 2023, November 21, 2023, and February 21, 2024; 4,300 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 6,320 shares on each of May 21, 2025 and August 21, 2025; 6,300 shares on each of November 21, 2025 and February 21, 2026; and 4,860 shares on each of May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027.
9. This award vests based upon the following vesting schedule: 8,260 shares on each of May 21, 2023 and August 21, 2023; 8,240 shares on each of November 21, 2023 and February 21, 2024; 3,180 shares on each of May 21, 2024, August 21, 2024, and November 21, 2024; 3,160 shares on February 21, 2025; 6,960 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; 6,940 shares on February 21, 2026; 1,500 shares on May 21, 2026; 1,480 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.
10. This award vests based upon the following vesting schedule: 4,000 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, February 21, 2025, May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027.
11. This award vests based upon the following vesting schedule: 7,643 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 7,836 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 7,835 shares on February 21, 2027; 7,845 shares on each of May 21, 2027 and August 21, 2027; 7,844 shares on each of November 21, 2027 and February 21, 2028; 12,344 shares on each of May 21, 2028, August 21, 2028, and November 21, 2028; 12,343 shares on February 21, 2029; 9,514 shares on May 21, 2029; and 9,513 shares on each of August 21, 2029, November 21, 2029, and 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 Matthew S. Garman, CEO Amazon Web Services05/26/2026
** 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 Matthew Garman report?

Matthew Garman reported a mix of stock sales and equity award exercises. He sold 15,467 Amazon.com shares in open‑market transactions and exercised restricted stock units converting into 18,196 common shares, all dated May 21, 2026, under previously granted awards.

How many Amazon (AMZN) shares did Matthew Garman sell and at what prices?

Garman sold 15,467 Amazon.com common shares across several trades. Weighted average sale prices ranged from about $261.51 to $265.72 per share, with each transaction’s footnote disclosing highest and lowest prices within that day’s trade range for additional pricing detail.

How many Amazon (AMZN) shares did Matthew Garman acquire through RSU exercises?

Garman acquired 18,196 Amazon.com common shares by exercising restricted stock unit awards. These derivative exercises were recorded at a $0.00 conversion price per share, reflecting vesting and settlement of long‑term equity compensation granted in prior years under Amazon’s incentive programs.

What are Matthew Garman’s Amazon (AMZN) share holdings after these transactions?

After the reported transactions, Garman holds 29,626 Amazon.com common shares directly. He also owns 887.52 shares indirectly through an Amazon.com 401(k) Plan account, in addition to continuing to hold sizable unvested restricted stock unit awards that are scheduled to vest through 2030.

Were Matthew Garman’s AMZN stock sales under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected under a Rule 10b5‑1 trading plan adopted on May 6, 2025. Such plans are pre‑arranged trading programs that allow insiders to sell shares according to preset instructions, reducing discretion over transaction timing.

What restricted stock unit awards does Matthew Garman still hold at Amazon (AMZN)?

Garman continues to hold several restricted stock unit awards, including one with 142,313 units outstanding after the transaction. Additional awards with 12,000, 36,300, and 14,580 units remain, subject to detailed vesting schedules running from 2026 through February 21, 2030.