SECURITIESAUTHORIZEDFOR ISSUANCE UNDER EQUITY COMPENSATIONPLANS Thefollowing table sets forth information concerning our equity compensation plans as of December 31, 2021: NumberofSecurities NumberofSecurities to be Issued Upon RemainingAvailable Exercise of Outstanding for Future Issuance Options, Warrants, UnderEquity PlanCategory andRights CompensationPlans (1) (2) Equity compensation plans approved by shareholders 13,995,559 78,441,753 Equity compensation plans not approved by shareholders — 18,812,972 (3) Total 13,995,559 97,254,725 (1) Includes 13,995,559 shares issuable pursuant to restricted stock unit awards, which awards may be granted only under our shareholder- approved 1997 Plan. There is no exercise price associated with a restricted stock unit award. Accordingly, we have not included a columninthetablereporting the weighted-average exercise price of outstanding awards. (2) The1997Planauthorizestheissuanceofoptionsandrestricted stock unit awards. (3) Excludes 4,271 shares of common stock issuable upon exercise of stock options having a weighted-average exercise price of $138.41 under equity plans assumed by Amazon as a result of acquisitions. Equity Compensation Plans Not Approved by Security Holders TheBoardadoptedthe1999NonofficerEmployeeStockOptionPlan(the“1999Plan”)toenablethegrantofnonqualified stock options to employees, consultants, agents, advisors, and independent contractors of Amazon and its subsidiaries whoarenotofficers or directors of Amazon. Restricted stock units, our primary form of stock-based compensation since 2002,arenotgrantedfromthe1999Plan.The1999Plan,whichdoesnothaveafixedexpirationdate,hasnotbeenapproved byourshareholders. The Leadership Development and Compensation Committee is the administrator of the 1999 Plan, andassuchdeterminesallmattersrelatingtooptionsgrantedunderthe1999Plan,includingtheselectionoftherecipients, the size of the grants, and the conditions to vesting and exercisability. The Leadership Development and Compensation Committeehasdelegatedauthority to make grants under the 1999 Plan to another committee of the Board and to certain officers, subject to specified limitations on the size and terms of such grants. A maximum of 40 million shares of common stock were reserved for issuance under the 1999 Plan. 2022ProxyStatement 103