[Form 4] Amazon.Com Inc Insider Trading Activity

Rhea-AI Filing Summary

Shelley Reynolds, Vice President of Amazon.com, reported transactions dated 08/21/2025 on Form 4. The filing shows the vesting/conversion of restricted stock units (RSUs) into common shares and programmed sales executed under a Rule 10b5-1 trading plan adopted on 11/07/2024. On 08/21/2025 Ms. Reynolds received 1,800, 560, and 355 shares via RSU conversions/vests. The filing also reports two open-market sales totaling 2,715 shares at weighted-average prices of approximately $221.35 and $222.23, reducing her direct beneficial holdings to levels shown on the form. An indirect holding of 2,655.72 shares is reported in an Amazon 401(k) plan account. The Form 4 was submitted by attorney-in-fact Mark F. Hoffman.

Positive

• Transparent disclosure: Filing shows sales executed under a Rule 10b5-1 plan adopted on 11/07/2024
• Compensation converted to equity: Multiple RSU awards vested/converted into 2,715 common shares on 08/21/2025
• Indirect retirement holdings disclosed: 2,655.72 shares in an Amazon 401(k) plan account

Negative

• Insider sales: Executive sold 2,715 shares in open-market transactions at weighted-average prices near $221–$222, reducing direct holdings

Insights

Financial Analyst

TL;DR: Routine executive vesting and planned sales under a 10b5-1 program; transactions are disclosure-driven, not an operational signal.

The report documents scheduled RSU vesting and concurrent sales executed under an established Rule 10b5-1 plan. Total shares acquired via vesting/conversion on the reporting date amount to 2,715 (1,800+560+355), while total shares sold in the market were 2,715, at weighted-average prices of about $221.35 and $222.23. Net direct beneficial ownership reported on the form reflects the post-transaction balances. These entries are consistent with routine compensation vesting and pre-authorized trading plans and do not, by themselves, indicate a change in company fundamentals.

Corporate Governance Expert

TL;DR: Disclosure meets Section 16 reporting norms; use of 10b5-1 plan and attorney-in-fact signing show standard compliance practices.

The filing specifies that the sales were effected pursuant to a Rule 10b5-1 plan adopted on 11/07/2024 and includes an attorney-in-fact signature, which are standard governance controls for insider transactions. The detailed vesting schedules and conversion of RSUs into one-for-one common shares are fully disclosed. From a governance perspective, the filing provides the necessary transparency and cadence expected for executive equity compensation and planned trading activity.

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^*

Reynolds Shelley

(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)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		M		1,800	A	$0	121,580	D
Common Stock, par value $.01 per share	08/21/2025		M		560	A	$0	122,140	D
Common Stock, par value $.01 per share	08/21/2025		M		355	A	$0	122,495	D
Common Stock, par value $.01 per share	08/21/2025		S(1)		1,815	D	$221.3465(2)	120,680	D
Common Stock, par value $.01 per share	08/21/2025		S(1)		900	D	$222.2344(3)	119,780	D
Common Stock, par value $.01 per share								2,655.72	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
Restricted Stock Unit Award	$0(4)	08/21/2025		M			1,800	05/21/2022(5)	02/21/2026	Common Stock, par value $.01 per share	1,800	$0	3,600	D
Restricted Stock Unit Award	$0(4)	08/21/2025		M			560	05/21/2023(6)	02/21/2028	Common Stock, par value $.01 per share	560	$0	13,740	D
Restricted Stock Unit Award	$0(4)	08/21/2025		M			355	08/21/2024(7)	02/21/2030	Common Stock, par value $.01 per share	355	$0	16,622	D

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.

2. Represents the weighted average sale price. The highest price at which shares were sold was $221.68 and the lowest price at which shares were sold was $220.71.

3. Represents the weighted average sale price. The highest price at which shares were sold was $222.74 and the lowest price at which shares were sold was $221.76.

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

5. This award vests based upon the following vesting schedule: 1,140 shares on May 21, 2022; 1,160 shares on each of August 21, 2022, November 21, 2022, and February 21, 2023; 1,260 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, and February 21, 2024; 2,340 shares on each of May 21, 2024 and August 21, 2024; 2,360 shares on each of November 21, 2024 and February 21, 2025; 1,780 shares on May 21, 2025; and 1,800 shares on each of August 21, 2025, November 21, 2025, and February 21, 2026.

6. This award vests based upon the following vesting schedule: 80 shares on each of May 21, 2023, August 21, 2023, and November 21, 2023; 60 shares on February 21, 2024; 360 shares on each of May 21, 2024 and August 21, 2024; 340 shares on each of November 21, 2024 and February 21, 2025; 560 shares on each of May 21, 2025 and August 21, 2025; 540 shares on each of November 21, 2025 and February 21, 2026; 1,820 shares on May 21, 2026; 1,800 shares on each of August 21, 2026, November 21, 2026, and February 21, 2027; and 1,360 shares on each of May 21, 2027, August 21, 2027, November 21, 2027, and February 21, 2028.

7. This award vests based upon the following vesting schedule: 2,772 shares on each of August 21, 2024 and November 21, 2024; 2,771 shares on February 21, 2025; 355 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 543 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 542 shares on February 21, 2027; 682 shares on each of May 21, 2027 and August 21, 2027; 681 shares on each of November 21, 2027 and February 21, 2028; 1,569 shares on each of May 21, 2028, August 21, 2028, November 21, 2028, and February 21, 2029; 1,185 shares on each of May 21, 2029, August 21, 2029, and November 21, 2029; and 1,184 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 Mark F. Hoffman as attorney-in-fact for Shelley Reynolds, Vice President	08/25/2025
	** 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 transactions did AMZN insider Shelley Reynolds report on Form 4?

The Form 4 reports RSU vesting/conversions of 1,800, 560, and 355 shares and open-market sales of 1,815 and 900 shares (total 2,715) on 08/21/2025.

Were the sales by Shelley Reynolds part of a 10b5-1 plan for AMZN?

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

What prices were the AMZN shares sold at by the reporting person?

The reported weighted-average sale prices were approximately $221.3465 and $222.2344. The filing lists highest and lowest prices within each sale batch (around $220.71–$222.74).

How many AMZN shares does Shelley Reynolds hold after the reported transactions?

Following the reported transactions the Form 4 shows direct beneficial holdings reflected as 119,780 (after the second sale) and related post-transaction balances for each listed grant as reported on the form.

Who signed the Form 4 filing for Shelley Reynolds (AMZN)?

The Form 4 was signed by Mark F. Hoffman as attorney-in-fact for Shelley Reynolds on 08/25/2025.