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AMAZON COM INC Director's Dealing 2012

Nov 16, 2012

29737_dirs_2012-11-16_9be36e6c-3517-44ff-9b8a-938229984ee0.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMAZON COM INC (AMZN)
CIK: 0001018724
Period of Report: 2012-11-15

Reporting Person: Reynolds Shelley (Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-11-15 Common Stock, par value $.01 per share M 556 Acquired 6545 Direct
2012-11-15 Common Stock, par value $.01 per share M 1312 Acquired 7857 Direct
2012-11-15 Common Stock, par value $.01 per share S 1868 $222.30 Disposed 5989 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-11-15 Restricted Stock Unit Award $0 M 556 Disposed 2014-02-15 Common Stock, par value $.01 per share (556) Direct
2012-11-15 Restricted Stock Unit Award $0 M 1312 Disposed 2014-02-15 Common Stock, par value $.01 per share (1312) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, par value $.01 per share 128.956 Indirect

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F2: Converts into Common Stock on a one-for-one basis.

F3: This award vests based upon the following vesting schedule and the satisfaction of certain business criteria intended to qualify the award as tax-deductible compensation under Section 162(m) of the Internal Revenue Code: 158 shares on each of May 15, 2010, August 15, 2010 and November 15, 2010; 157 shares on February 15, 2011; 339 shares on each of May 15, 2011 and August 15, 2011; 338 shares on each of November 15, 2011 and February 15, 2012; 556 shares on each of May 15, 2012, August 15, 2012 and November 15, 2012; 555 shares on February 15, 2013; and 442 shares on each of May 15, 2013, August 15, 2013, November 15, 2013 and February 15, 2014.

F4: This award vests based upon the following vesting schedule and the satisfaction of certain business criteria intended to qualify the award as tax-deductible compensation under Section 162(m) of the Internal Revenue Code: 1,312 shares on each of May 15, 2012, August 15, 2012 and November 15, 2012; 1,313 shares on February 15, 2013; 963 shares on each of May 15, 2013, August 15, 2013 and November 15, 2013 and 962 shares on February 15, 2014.