AMAZON COM INC — Director's Dealing 2014

Aug 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMAZON COM INC (AMZN)
CIK: 0001018724
Period of Report: 2014-08-15

Reporting Person: Reynolds Shelley (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-08-15	Common Stock, par value $.01 per share	M	179	—	Acquired	6168	Direct
2014-08-15	Common Stock, par value $.01 per share	M	738	—	Acquired	6906	Direct
2014-08-15	Common Stock, par value $.01 per share	S	31	$328.39	Disposed	6875	Direct
2014-08-15	Common Stock, par value $.01 per share	S	86	$329.84	Disposed	6789	Direct
2014-08-15	Common Stock, par value $.01 per share	S	400	$331.63	Disposed	6389	Direct
2014-08-15	Common Stock, par value $.01 per share	S	200	$332.285	Disposed	6189	Direct
2014-08-15	Common Stock, par value $.01 per share	S	100	$333.64	Disposed	6089	Direct
2014-08-15	Common Stock, par value $.01 per share	S	100	$334.82	Disposed	5989	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-15	Restricted Stock Unit Award	$0	M	179	Disposed	2017-02-15	Common Stock, par value $.01 per share (179)	Direct
2014-08-15	Restricted Stock Unit Award	$0	M	738	Disposed	2016-02-15	Common Stock, par value $.01 per share (738)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01 per share	132.784	Indirect

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 $331.90 and the lowest price at which shares were sold was $330.98.

F3: Represents the weighted average sale price. The highest price at which shares were sold was $332.32 and the lowest price at which shares were sold was $332.25.

F4: Converts into Common Stock on a one-for-one basis.

F5: 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: 180 shares on May 15, 2014; 179 shares on each of August 15, 2014, November 15, 2014, and February 15, 2015; 162 shares on each of May 15, 2015, August 15, 2015, November 15, 2015, and February 15, 2016; 531 shares on May 15, 2016; and 530 shares on each of August 15, 2016, November 15, 2016, and February 15, 2017.

F6: 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: 738 shares on each of May 15, 2014 and August 15, 2014; 739 shares on each of November 15, 2014 and February 15, 2015; 541 shares on May 15, 2015; and 542 shares on each of August 15, 2015, November 15, 2015, and February 15, 2016.