AMAZON COM INC — Director's Dealing 2017

May 17, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMAZON COM INC (AMZN)
CIK: 0001018724
Period of Report: 2017-05-15

Reporting Person: Jassy Andrew R (CEO Amazon Web Services)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-15	Common Stock, par value $.01 per share	M	4231	—	Acquired	78739	Direct
2017-05-15	Common Stock, par value $.01 per share	M	494	—	Acquired	79233	Direct
2017-05-15	Common Stock, par value $.01 per share	S	718	$957.4206	Disposed	78515	Direct
2017-05-15	Common Stock, par value $.01 per share	S	787	$958.6733	Disposed	77728	Direct
2017-05-15	Common Stock, par value $.01 per share	S	300	$960.04	Disposed	77428	Direct
2017-05-15	Common Stock, par value $.01 per share	S	180	$962.5222	Disposed	77248	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-15	Restricted Stock Unit Award	$0.0	M	4231	Disposed	2018-02-15	Common Stock, par value $.01 per share (4231.0)	Direct
2017-05-15	Restricted Stock Unit Award	$0.0	M	494	Disposed	2022-02-15	Common Stock, par value $.01 per share (494.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $.01 per share	487.117	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 $957.88 and the lowest price at which shares were sold was $956.98.

F3: Represents the weighted average sale price. The highest price at which shares were sold was $959.28 and the lowest price at which shares were sold was $958.30.

F4: Represents the weighted average sale price. The highest price at which shares were sold was $960.30 and the lowest price at which shares were sold was $959.84.

F5: Represents the weighted average sale price. The highest price at which shares were sold was $962.55 and the lowest price at which shares were sold was $962.50.

F6: Converts into Common Stock on a one-for-one basis.

F7: 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.

F8: 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: 494 shares on each of May 15, 2017, August 15, 2017, and November 15, 2017; 495 shares on February 15, 2018; 952 shares on each of May 15, 2018, August 15, 2018, November 15, 2018, and February 15, 2019; 1,138 shares on May 15, 2019; 1,139 shares on each of August 15, 2019, November 15, 2019, and February 15, 2020; 2,791 shares on each of May 15, 2020, August 15, 2020, and November 15, 2020; 2,792 shares on February 15, 2021; 2,153 shares on each of May 15, 2021, August 15, 2021, and November 15, 2021; and 2,154 shares on February 15, 2022.