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AMAZON COM INC Regulatory Filings 2014

May 23, 2014

29737_rns_2014-05-23_775895e2-40a9-4a8f-a06f-dd09bbb6f47d.zip

Regulatory Filings

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

MAY 21, 2014

DATE OF REPORT

(DATE OF EARLIEST EVENT REPORTED)

AMAZON.COM, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE 000-22513 91-1646860
(STATE OR OTHER JURISDICTION OF INCORPORATION) (COMMISSION FILE NO.) (IRS EMPLOYER IDENTIFICATION NO.)

410 TERRY AVENUE NORTH, SEATTLE, WASHINGTON 98109-5210

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)

(206) 266-1000

(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On May 21, 2014, Amazon.com, Inc. held its Annual Meeting of Shareholders.

The following nominees were elected as directors, each to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified, by the vote set forth below:

Nominee — Jeffrey P. Bezos 370,322,806 6,563,539 1,559,679 35,229,205
Tom A. Alberg 374,490,934 2,951,888 1,003,202 35,229,205
John Seely Brown 375,865,813 1,631,384 948,827 35,229,205
William B. Gordon 375,265,253 2,338,985 841,786 35,229,205
Jamie S. Gorelick 375,542,627 1,960,736 942,661 35,229,205
Alain Monié 376,723,186 764,526 958,312 35,229,205
Jonathan J. Rubinstein 376,420,602 1,076,275 949,147 35,229,205
Thomas O. Ryder 354,441,151 23,157,899 846,974 35,229,205
Patricia Q. Stonesifer 375,186,106 2,442,972 816,946 35,229,205

The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2014 was ratified by the vote set forth below:

For Against Abstain Broker Non-Votes
411,261,963 1,343,840 1,069,426 —

The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote as set forth below:

For Against Abstain Broker Non-Votes
367,282,706 9,435,076 1,728,242 35,229,205

A shareholder proposal regarding a report concerning corporate political contributions was not approved, as set forth below:

For Against Abstain Broker Non-Votes
79,792,406 268,607,653 30,045,965 35,229,205

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMAZON.COM, INC. (REGISTRANT)
By: /s/ David A.
Zapolsky
David A. Zapolsky
Senior Vice President

Dated: May 23, 2014