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  4. [Form 4] AMAZON COM INC Insider Trading Activity

Amazon (NASDAQ: AMZN) stores CEO sells 6,362 shares after RSU exercise

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

Rhea-AI Filing Summary

AMAZON COM INC (AMZN) executive Douglas J. Herrington, CEO Worldwide Amazon Stores, reported transactions involving restricted stock units and common stock on August 21, 2026. He exercised RSU awards that convert one-for-one into common stock for an aggregate of 15,905 shares, and acquired the same number of common shares at a conversion price of $0.00 per share. On the same date, he sold an aggregate of 6,362 common shares in three tranches at weighted average prices of $257.77, $258.58, and $260.33 per share, each within the price ranges disclosed in the notes, under a Rule 10b5-1 trading plan adopted on November 10, 2025. Following these transactions, he also reported 6,609.348 common shares held indirectly through an Amazon.com 401(k) plan account.

Positive

  • None.

Negative

  • None.
Insider Herrington Douglas J
Role CEO Worldwide Amazon Stores
Sold 6,362 shs ($1.65M)
Approx. gross sale proceeds $1.65M
Approx. exercise cost $0.00
Type Security Shares Price Value
Exercise Restricted Stock Unit Award F5, F6 7,500 $0.00 $0.00
Exercise Restricted Stock Unit Award F5, F7 2,840 $0.00 $0.00
Exercise Restricted Stock Unit Award F5, F8 5,565 $0.00 $0.00
Exercise Common Stock, par value $.01 per share 7,500 $0.00 $0.00
Exercise Common Stock, par value $.01 per share 2,840 $0.00 $0.00
Exercise Common Stock, par value $.01 per share 5,565 $0.00 $0.00
Sale Common Stock, par value $.01 per share F1, F2 1,825 $257.7656 $470K
Sale Common Stock, par value $.01 per share F1, F3 2,125 $258.5805 $549K
Sale Common Stock, par value $.01 per share F1, F4 2,412 $260.3251 $628K
holding Common Stock, par value $.01 per share -- -- --
Holdings After Transaction: Restricted Stock Unit Award — 212,395 shares (Direct); Common Stock, par value $.01 per share — 476,681 shares (Direct); Common Stock, par value $.01 per share — 6,609.348 shares (Indirect, Amazon.com 401(k) plan account)
Footnotes (8)
  1. F1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 11/10/2025.
  2. F2. Represents the weighted average sale price. The highest price at which shares were sold was $258.11 and the lowest price at which shares were sold was $257.19.
  3. F3. Represents the weighted average sale price. The highest price at which shares were sold was $258.98 and the lowest price at which shares were sold was $258.23.
  4. F4. Represents the weighted average sale price. The highest price at which shares were sold was $261.00 and the lowest price at which shares were sold was $260.03.
  5. F5. Converts into Common Stock on a one-for-one basis.
  6. F6. 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. F7. 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. F8. 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.
RSU shares exercised 15,905 shares Restricted Stock Unit Awards converted into common stock on August 21, 2026
Common shares sold 6,362 shares Total AMZN common shares sold in three tranches on August 21, 2026
Weighted average sale price tranche 1 $257.7656 per share First sale tranche; high $258.11, low $257.19
Weighted average sale price tranche 2 $258.5805 per share Second sale tranche; high $258.98, low $258.23
Weighted average sale price tranche 3 $260.3251 per share Third sale tranche; high $261.00, low $260.03
Conversion price of RSUs $0.00 per share RSU Awards converting one-for-one into AMZN common stock
Indirect 401(k) holdings 6,609.348 shares AMZN common shares held through Amazon.com 401(k) plan account after transactions
Rule 10b5-1 plan adoption date November 10, 2025 Plan governing the reported sale transactions
Restricted Stock Unit Award financial
"The reporting person transacted in a Restricted Stock Unit Award that converts one-for-one"
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.
Rule 10b5-1 trading plan regulatory
"This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted"
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.
weighted average sale price financial
"Represents the weighted average sale price with highest and lowest prices disclosed"
Amazon.com 401(k) plan account financial
"Indirect ownership reported through an Amazon.com 401(k) plan account"

FAQ

What did AMZN executive Douglas J. Herrington do in this Form 4?
Douglas J. Herrington exercised restricted stock units into 15,905 common shares of AMZN and sold 6,362 common shares in open-market transactions on August 21, 2026, while also reporting indirect holdings in an Amazon.com 401(k) plan.

How many Amazon (AMZN) shares did Douglas J. Herrington sell and at what prices?
He sold a total of 6,362 AMZN common shares in three tranches at weighted average prices of $257.77, $258.58, and $260.33 per share, with specific high and low prices for each tranche disclosed in the notes.

How many Amazon (AMZN) shares did Douglas J. Herrington acquire through RSU exercises?
He exercised restricted stock unit awards that convert one-for-one into common stock for an aggregate of 15,905 AMZN shares on August 21, 2026, at a conversion price of $0.00 per share.

Were Douglas J. Herrington’s AMZN stock sales under a Rule 10b5-1 plan?
Yes. A footnote states that the reported sale transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by Douglas J. Herrington on November 10, 2025.

What indirect Amazon (AMZN) holdings did Douglas J. Herrington report?
He reported indirect ownership of 6,609.348 AMZN common shares held through an Amazon.com 401(k) plan account, in addition to his directly held shares involved in the reported transactions.

What types of securities were involved in Douglas J. Herrington’s AMZN transactions?
The transactions involved Restricted Stock Unit Awards that convert into AMZN common stock on a one-for-one basis, and subsequent transactions in Amazon common stock, par value $.01 per share, including both acquisitions from RSU conversion and open-market sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
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)
08/21/2026		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 share08/21/2026M7,500A$0474,638D
Common Stock, par value $.01 per share08/21/2026M2,840A$0477,478D
Common Stock, par value $.01 per share08/21/2026M5,565A$0483,043D
Common Stock, par value $.01 per share08/21/2026S(1)1,825D$257.7656(2)481,218D
Common Stock, par value $.01 per share08/21/2026S(1)2,125D$258.5805(3)479,093D
Common Stock, par value $.01 per share08/21/2026S(1)2,412D$260.3251(4)476,681D
Common Stock, par value $.01 per share6,609.348IAmazon.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)08/21/2026M7,50005/21/2023(6)02/21/2027Common Stock, par value $.01 per share7,500$015,000D
Restricted Stock Unit Award$0(5)08/21/2026M2,84005/21/2024(7)02/21/2028Common Stock, par value $.01 per share2,840$037,540D
Restricted Stock Unit Award$0(5)08/21/2026M5,56505/21/2025(8)02/21/2030Common Stock, par value $.01 per share5,565$0159,855D
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 $258.11 and the lowest price at which shares were sold was $257.19.
3. Represents the weighted average sale price. The highest price at which shares were sold was $258.98 and the lowest price at which shares were sold was $258.23.
4. Represents the weighted average sale price. The highest price at which shares were sold was $261.00 and the lowest price at which shares were sold was $260.03.
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 Stores08/25/2026
** 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)

Source: View Original Filing on SEC EDGAR