Amazon CFO files Form 4: Scheduled RSU Vesting and 10b5-1 Sale Disclosed
Rhea-AI Filing Summary
Brian T. Olsavsky, Senior Vice President and Chief Financial Officer of Amazon.com, filed a Form 4 reporting transactions dated 08/21/2025. The filing shows multiple restricted stock unit (RSU) awards deemed acquired (transaction code M) of 8,760, 3,940, and 5,050 shares that convert one-for-one into common stock and increase his direct holdings. The report also discloses a sale of 17,750 shares at $222.74 executed under a Rule 10b5-1 trading plan adopted on 05/20/2025. The filing lists an indirect holding of 1,595.54 shares in an Amazon 401(k) account. Following these transactions, the derivative/RSU holdings reported convert into 17,540, 77,980, and 129,565 underlying shares respectively as shown in the form.
Positive
- None.
Negative
- None.
Insights
TL;DR: Routine executive vesting and a preplanned sale; no unexpected change to insider stake.
The Form 4 documents scheduled RSU vesting events and a sale under a Rule 10b5-1 plan. The acquisitions are labeled with transaction code M, reflecting issuance/settlement of RSUs that convert one-for-one into common shares. The sale of 17,750 shares at $222.74 followed a documented 10b5-1 plan adopted 05/20/2025, which provides preclearance and reduces signaling risk. The filing shows both direct and indirect holdings, including a 401(k) account position. For investors, this is a routine compensation and liquidity event rather than a material corporate development.
TL;DR: Disclosure aligns with governance best practices: scheduled vesting and a documented trading plan.
The report is consistent with standard insider reporting: multiple RSU vesting schedules are disclosed and the executed sale is tied to a 10b5-1 plan adopted a few months earlier. The form includes detailed vesting schedules and signature via attorney-in-fact, reflecting procedural compliance. No new compensatory grants or departures are reported. The transactions appear administrative and compliant with Section 16 reporting requirements.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit Award | 8,760 | $0.00 | -- |
| Exercise | Restricted Stock Unit Award | 3,940 | $0.00 | -- |
| Exercise | Restricted Stock Unit Award | 5,050 | $0.00 | -- |
| Exercise | Common Stock, par value $.01 per share | 8,760 | $0.00 | -- |
| Exercise | Common Stock, par value $.01 per share | 3,940 | $0.00 | -- |
| Exercise | Common Stock, par value $.01 per share | 5,050 | $0.00 | -- |
| Sale | Common Stock, par value $.01 per share | 17,750 | $222.74 | $3.95M |
| holding | Common Stock, par value $.01 per share | -- | -- | -- |
Footnotes (1)
- This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/20/2025. Converts into Common Stock on a one-for-one basis. This award vests based upon the following vesting schedule: 2,960 shares on each of May 21, 2022, August 21, 2022, and November 21, 2022; 2,980 shares on February 21, 2023; 3,940 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, and February 21, 2024; 11,360 shares on each of May 21, 2024, August 21, 2024, and November 21, 2024; 11,380 shares on February 21, 2025; 8,760 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; and 8,780 shares on February 21, 2026. This award vests based upon the following vesting schedule: 2,260 shares on May 21, 2023; 2,240 shares on each of August 21, 2023, November 21, 2023, and February 21, 2024; 3,240 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 3,940 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; 3,920 shares on February 21, 2026; 9,920 shares on May 21, 2026; 9,900 shares on each of August 21, 2026, November 21, 2026, and February 21, 2027; 7,640 shares on May 21, 2027; and 7,620 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028. This award vests based upon the following vesting schedule: 5,050 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; 5,049 shares on February 21, 2026; 5,530 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 5,529 shares on February 21, 2027; 5,797 shares on each of May 21, 2027 and August 21, 2027; 5,796 shares on each of November 21, 2027 and February 21, 2028; 10,474 shares on each of May 21, 2028, August 21, 2028, and November 21, 2028; 10,473 shares on February 21, 2029; 8,067 shares on each of May 21, 2029 and August 21, 2029; and 8,066 shares on each of November 21, 2029 and February 21, 2030.
