EXECUTIVECOMPENSATION Outstanding Equity Awards and Stock Vested Thefollowing table sets forth information concerning the outstanding stock awards held at December 31, 2021 by the namedexecutiveofficers. OutstandingEquityAwardsat2021FiscalYear-End NumberofSharesor MarketValueofShares Units of Stock That or Units of Stock That (1) Name HaveNotVested HaveNotVested (2) AndrewR.Jassy 96,755 $322,614,067 Restricted stock units Jeffrey P. Bezos —— (3) Brian T. Olsavsky 11,344 37,824,753 Restricted stock units (4) DavidH.Clark 38,890 129,672,483 Restricted stock units (5) AdamN.Selipsky 19,824 66,099,956 Restricted stock units (6) DavidA.Zapolsky 11,344 37,824,753 Restricted stock units (1) Reflects the closing market price of our common stock on December 31, 2021, $3,334.34, multiplied by the number of restricted stock units that were not vested as of December 31, 2021. (2) Reflects shares of our common stock subject to: (a) a restricted stock unit award that vested as to 2,154 shares on February 15, 2022; (b) a restricted stock unit award vesting as follows, assuming continued employment: 3,000 shares on each of May 15, 2022, August 15, 2022,November15,2022,andFebruary15,2023;(c)arestrictedstockunitawardvestingasfollows,assumingcontinuedemployment: 1,005 shares on May 21, 2023; and 1,006 shares on each of August 21, 2023, November 21, 2023, and February 21, 2024; (d) a restrictedstockunitawardthatvestedasto1,250sharesonFebruary21,2022;andvestingasfollows,assumingcontinuedemployment: 1,250 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, and February 21, 2024; (e) a restricted stock unit awardvesting as follows, assuming continued employment: 1,598 shares on each of May 21, 2024, August 21, 2024, November 21, 2024,andFebruary21,2025;and1,234sharesoneachofMay21,2025,August21,2025,November21,2025,andFebruary21,2026; and(f) a restricted stock unit award vesting as follows, assuming continued employment: 500 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, and February 21, 2024; 1,000 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 1,250 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; and2,500sharesoneachofMay21,2026,August21,2026,November21,2026,February21,2027,May21,2027,August21,2027, November21,2027,February21,2028,May21,2028,August21,2028,November21,2028,February21,2029,May21,2029, August21,2029,November21,2029,February21,2030,May21,2030,August21,2030,November21,2030,andFebruary21,2031. (3) Reflects shares of our common stock subject to: (a) a restricted stock unit award that vested as to 1,060 shares on February 15, 2022; (b) a restricted stock unit awardvestingasfollows,assumingcontinuedemployment:688sharesoneachofMay21,2022andAugust21, 2022; 689 shares on each of November 21, 2022 and February 21, 2023; 530 shares on May 21, 2023; and 531 shares on each of August21,2023,November21,2023,andFebruary21,2024;and(c)arestrictedstockunitawardvestingasfollows,assumingcontinued employment:148sharesoneachofMay21,2022,August21,2022,andNovember21,2022;149sharesonFebruary21,2023;197 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, and February 21, 2024; 568 shares on each of May 21, 2024, August 21, 2024, and November 21, 2024; 569 shares on February 21, 2025; 438 shares on each of May 21, 2025, August 21, 2025, andNovember21,2025;and439sharesonFebruary21,2026.Thenumberandvalueofsharesthatwouldhavevestedintheeventof death as of December 31, 2021 is 6,590 shares and $21,973,301. (4) Reflects shares of our common stock subject to: (a) a restricted stock unit award that vested as to 1,426 shares on February 15, 2022; (b) a restricted stockunitawardvestingasfollows,assumingcontinuedemployment:1,040sharesonMay21,2022;1,041sharesoneach of August 21, 2022, November 21, 2022, and February 21, 2023; 802 shares on May 21, 2023; and 803 shares on each of August 21, 2023, November21,2023,andFebruary21,2024;(c)arestricted stock unit award that vested as to 190 shares on February 21, 2022; andvesting as follows, assuming continued employment: 364 shares on each of May 21, 2022, August 21, 2022, November 21, 2022, and February 21, 2023; 419 shares on each of May 21, 2023, August 21, 2023, November 21, 2023, and February 21, 2024; 955sharesoneachofMay21,2024,August21,2024,November21,2024,andFebruary21,2025;and737sharesoneachofMay21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; (d) a restricted stock unit award vesting as follows, assuming continued employment:500sharesoneachofMay21,2023,August21,2023,November21,2023,February21,2024,May21,2026, August 21, 2026, November 21, 2026, and February 21, 2027; and (e) a restricted stock unit award vesting as follows, assuming continued employment: 4,000 shares on each of May 21, 2022, May 21, 2023, May 21, 2024, and May 21, 2025. The number and value of shares that would have vested in the event of death as of December 31, 2021 is 20,400 shares and $68,020,536. 100
Amazon 2022 Proxy Statement Page 107 Page 109