AMAZON COM INC — Director's Dealing 2013

May 17, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMAZON COM INC (AMZN)
CIK: 0001018724
Period of Report: 2013-05-15

Reporting Person: Jassy Andrew R (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-15	Common Stock, par value $.01 per share	M	7750	—	Acquired	26891	Direct
2013-05-15	Common Stock, par value $.01 per share	M	1547	—	Acquired	28438	Direct
2013-05-15	Common Stock, par value $.01 per share	S	3905	$267.07	Disposed	24533	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-15	Restricted Stock Unit Award	$0	M	7750	Disposed	2014-02-15	Common Stock, par value $.01 per share (7750)	Direct
2013-05-15	Restricted Stock Unit Award	$0	M	1547	Disposed	2018-02-15	Common Stock, par value $.01 per share (1547)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01 per share	460.625	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: 1,750 shares on each of May 15, 2009, August 15, 2009, November 15, 2009 and February 15, 2010 and 7,750 shares on May 15, 2011 and each 3-month period thereafter through 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: 1,547 shares on each of May 15, 2013, August 15, 2013 and November 15, 2013, 1,546 shares on February 15, 2014, 2,334 shares on each of May 15, 2014, August 15, 2014, November 15, 2014 and February 15, 2015, 1,280 shares on each of May 15, 2015 and August 15, 2015, 1,279 shares on each of November 15, 2015 and February 15, 2016, 5,489 shares on each of May 15, 2016, August 15, 2016, November 15, 2016 and February 15, 2017, 4,231 shares on each of May 15, 2017 and August 15, 2017 and 4,230 shares on each of November 15, 2017 and February 15, 2018.