AMAZON COM INC — Director's Dealing 2014

Feb 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMAZON COM INC (AMZN)
CIK: 0001018724
Period of Report: 2014-02-15

Reporting Person: PIACENTINI DIEGO (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-15	Common Stock, par value $.01 per share	M	7500	—	Acquired	132646	Direct
2014-02-15	Common Stock, par value $.01 per share	M	1779	—	Acquired	134425	Direct
2014-02-18	Common Stock, par value $.01 per share	S	822	$350.2217	Disposed	133603	Direct
2014-02-18	Common Stock, par value $.01 per share	S	2100	$351.0348	Disposed	131503	Direct
2014-02-18	Common Stock, par value $.01 per share	S	2010	$352.1653	Disposed	129493	Direct
2014-02-18	Common Stock, par value $.01 per share	S	1820	$353.1192	Disposed	127673	Direct
2014-02-18	Common Stock, par value $.01 per share	S	1327	$353.9082	Disposed	126346	Direct
2014-02-18	Common Stock, par value $.01 per share	S	200	$354.87	Disposed	126146	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-15	Restricted Stock Unit Award	$0	M	7500	Disposed	2014-02-15	Common Stock, par value $.01 per share (7500)	Direct
2014-02-15	Restricted Stock Unit Award	$0	M	1779	Disposed	2018-02-15	Common Stock, par value $.01 per share (1779)	Direct

Footnotes

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

F2: Represents the weighted average sale price. The highest price at which shares were sold was $350.45 and the lowest price at which shares were sold was $349.53.

F3: Represents the weighted average sale price. The highest price at which shares were sold was $351.52 and the lowest price at which shares were sold was $350.55.

F4: Represents the weighted average sale price. The highest price at which shares were sold was $352.55 and the lowest price at which shares were sold was $351.60.

F5: Represents the weighted average sale price. The highest price at which shares were sold was $353.60 and the lowest price at which shares were sold was $352.61.

F6: Represents the weighted average sale price. The highest price at which shares were sold was $354.47 and the lowest price at which shares were sold was $353.62.

F7: Represents the weighted average sale price. The highest price at which shares were sold was $354.89 and the lowest price at which shares were sold was $354.85.

F8: Converts into Common Stock on a one-for-one basis.

F9: This award vested 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: 10,000 shares on each of May 15, 2011, August 15, 2011, November 15, 2011, and February 15, 2012 and 7,500 shares on each of May 15, 2012, August 15, 2012, November 15, 2012, February 15, 2013, May 15, 2013, August 15, 2013, November 15, 2013, and February 15, 2014.

F10: 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: 1,779 shares on each of May 15, 2013, August 15, 2013, November 15, 2013, and February 15, 2014; 2,319 shares on each of May 15, 2014 and August 15, 2014; 2,318 shares on each of November 15, 2014 and February 15, 2015; 1,267 shares on May 15, 2015; 1,266 shares on each of August 15, 2015, November 15, 2015, and February 15, 2016; 5,478 shares on May 15, 2016; 5,477 shares on each of August 15, 2016, November 15, 2016, and February 15, 2017; 4,221 shares on each of May 15, 2017 and August 15, 2017; and 4,220 shares on each of November 15, 2017 and February 15, 2018.