SHAREHOLDERPROPOSALS WeAreCommittedtoSupportingandIncreasingDiversity and Have Committed to Conducting a Racial Equity Audit Weservediverse customers, operate in diverse communities, and rely on a diverse workforce. Diversity, equity, and inclusion are cornerstones of our continued success and critical components of our culture. As part of our existing commitment to humanandcivilrights, racial equity, diversity and inclusion, and nondiscrimination, we are conducting a racial equity audit. ThefocusoftheauditwillbetoevaluateanydisparateracialimpactsonournearlyonemillionU.S.hourlyemployeesresulting fromourpolicies, programs, and practices. The audit will be conducted by attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, and led by Loretta Lynch, the former Attorney General of the United States. We will publicly release the results fromtheauditonceitis completed. In addition, we have initiated numerous programs to assess and address concerns that have been raised regarding diversity andracial equality within our operations. Starting in 2020, our senior leadership team dove deep into the mechanisms we use to hire, develop, and promote employees, so that we can better identify opportunities to ensure equitable access for all. Wealsopublicly announced ambitious 2020 and 2021 Company-wide goals for diversity, equity, and inclusion. 40 We knowthatdiversity, equity, and inclusion matter and recognize that the advancement of diverse employees begins with proactive recruitment, retention, and development. We seek individuals from all backgrounds to join our teams, and weencouragepeopletobringtheirauthentic, original, and best selves to work. We are committed to increasing gender and racial diversity, including among our leadership ranks. We believe “[d]iversity and inclusion are good for business—and morefundamentally—simplyright,”41and,asourfounderandExecutiveChairhasstated,“[t]heseareenduringvaluesforus— andnothingwill change that.” We provide extensive statistical reporting on our workforce diversity and pay equity. We annually publish gender and race representation information on our diversity and inclusion website, which includes representation by job type, such as front-line associates, corporate employees, and senior leaders. In addition, to provide even greater transparency, we began publishing our consolidated EEO-1 reports in 2021. Amazon also annually provides informationoncompensationbygenderandbyrace/ethnicity.OurBoardislikewisededicatedtopromotingdiversity,equity, andinclusion at Amazon. The Board’s Leadership Development and Compensation Committee oversees and monitors our strategies and policies related to human capital management within Amazon’s workforce, including specifically overseeing andmonitoringourpoliciesondiversity,equity,andinclusion,corporateculture,compensationandbenefits,andretention. Ourfocusondiversity, equity, and inclusion has been independently recognized by the Human Rights Campaign’s Corporate Equality Index; the NAACP Equity, Inclusion, and Empowerment Index; the Disability Equality Index; and the 2019 American Foundation for the Blind Helen Keller Achievement Award. More information about Amazon’s diversity and inclusion efforts and employee demographics is publicly available at https://www.aboutamazon.com/workplace/diversity-inclusion. OurBoardIsDirectly and Meaningfully Engaged In Oversight of Employee Well-Being and Workplace Safety Thefull Board regularly oversees and reviews reports from management on various aspects of our business, including related risks and strategies for addressing them. The Board’s oversight of our activities encompasses workplace safety. We also have Board committees responsible for overseeing our risk management processes. For example, the Audit Committee is responsibleforoverseeingmanagementof,amongotherthings,operationalrisks.Inaddition,theLeadershipDevelopment and Compensation Committee is responsible for overseeing strategies and policies related to human capital management within the Company’s workforce, including workplace environment and safety and diversity (as discussed above). In managingandmitigatingrisks, we have shown a long history of commitment to workplace safety, by building robust programsthat provide our associates with a safe and healthy workplace with appropriate rules and practices for reporting andproactively managing risk associated with injuries and illnesses, including unsafe conditions or behaviors. Wearecommittedtopromotingasafe,healthy,andinclusiveworkingenvironmentandcontinuingtodevelopinnovative technology to keep our associates safe. Our “Delivered with Care” safety report and our website already include extensive discussions on our efforts and commitment to employee well-being and workplace safety, and we also provide extensive statistical reporting on our workforce diversity and pay equity. In light of this, the Board recommends that shareholders vote against this proposal. TheBoardofDirectorsrecommendsavote“AGAINST”thisproposalrequestingareportonworkerhealthand safety differences. 40 Seehttps://www.aboutamazon.com/news/workplace/diversity-equity-and-inclusion. 41 Seehttps://www.aboutamazon.com/about-us/our-positions. 2022ProxyStatement 49