AMZN Form 4 shows director RSU vesting and 8,222 shares held

Rhea-AI Filing Summary

Amazon.com, Inc. director equity award and share conversion reported. A director of AMZN reported the vesting of a restricted stock unit award covering 2,042 shares of common stock on November 15, 2025. The RSUs convert into common stock on a one-for-one basis at an exercise price of $0, reflecting a standard equity compensation grant rather than an open-market purchase.

Following this vesting event, the director beneficially owns 8,222 shares of Amazon common stock directly and continues to hold 4,084 unvested RSUs. According to the award terms, and subject to continued service as a director, an additional 2,042 shares are scheduled to vest and convert into common stock on each of November 15, 2026 and November 15, 2027. The filing indicates this transaction was reported as a derivative security conversion under transaction code M.

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

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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^*

COOPER EDITH W

(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)
11/15/2025

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	11/15/2025		M		2,042	A	$0	8,222	D

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)	11/15/2025		M			2,042	11/15/2025(2)	11/15/2027	Common Stock, par value $.01 per share	2,042	$0	4,084	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 2,042 shares on each of November 15, 2025, November 15, 2026, and November 15, 2027.

Remarks:

Exhibit 24 Power of Attorney

	/s/ by Susan K. Jong as attorney-in-fact for Edith W. Cooper	11/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did AMZN report in this Form 4?

The Form 4 reports that an Amazon.com, Inc. director had 2,042 restricted stock units vest and convert into shares of common stock on November 15, 2025, at an exercise price of $0.

How many Amazon (AMZN) shares does the director own after this transaction?

After the reported transaction, the director beneficially owns 8,222 shares of Amazon common stock directly.

What are the terms of the directors Amazon RSU award reported in this Form 4?

The restricted stock unit award converts into common stock on a one-for-one basis and is scheduled to vest at a rate of 2,042 shares on each of November 15, 2025, November 15, 2026, and November 15, 2027, subject to continued service as a director.

How many unvested Amazon RSUs does the director still hold?

Following the reported vesting, the director continues to hold 4,084 unvested restricted stock units, which correspond to the scheduled vesting dates in 2026 and 2027.

What does transaction code M mean in the AMZN Form 4?

Transaction code M indicates the exercise or conversion of a derivative security, in this case the conversion of restricted stock units into Amazon common stock.

Is the Amazon directors ownership reported as direct or indirect?

The filing shows the directors 8,222 shares of Amazon common stock and 4,084 derivative securities (RSUs) as direct (D) ownership.