EXECUTIVECOMPENSATION handful of discrete performance metrics as a basis for vesting or paying out compensation is fraught with the risk of improperly influencing or constraining long-term performance and inhibiting innovation. For example, in 1997, had we adoptedperformancemeasuresappropriate for a bookseller, we may have inadvertently discouraged our employees from investing their time and energy in initiatives that later became AWS, Kindle, Alexa, and our robust third-party seller business. Tying compensation to specific business performance measures also could discourage employee mobility across our businesses and, in particular, deter high-performing employees from taking important and challenging roles in businesses that could benefit most from their leadership. In addition, given the unique nature of Amazon and our many initiatives, standardizedindustryindicesareeithertoobroadortoonarrowtoserveasrelevantcomparisonsforbenchmarkingcompany performance. Benchmarking performance against a technology index might have proven a disincentive to building our owndevices, developing our own movies and TV shows, or innovating shipping and delivery methods. A customized index locks in a business profile at a point in time and may deter employees from developing and pursuing initiatives that do not fit into that mold. Our compensation program allows and encourages us to innovate. For example, in 2019 when we announced and co-founded The Climate Pledge and committed to be net-zero carbon across our business by 2040, a decade ahead of the Paris Agreement’s goal of 2050, we did not need to be concerned (or risk our executives being concerned) with the effects of these commitments on executive compensation performance criteria. Further, we did not need to introduce executive compensation performance criteria tied to our environmental or workplace equity or safety goals, because our executives are already incentivized to act in our Company’s, our shareholders’, and our other stakeholders’ long-term best interest. More importantly, we are meeting or exceeding our goals without having to tie any element of executive compensation to a particular goal. For example, we responded quickly and performed strongly during the COVID-19 pandemic, essentially compressing several years of planned growth into a few months, without having to be concerned about the effects of our responseonperformancecriteriaundercompensationarrangementsorwhetherouractionswouldresultinwindfallpayouts to executives instead of producing pay that aligns with shareholder returns. With respect to The Climate Pledge, we are meeting or exceeding our goals, such as increasing our purchases of renewable energy and reducing our carbon intensity (measured as total carbon emissions, in grams of carbon dioxide equivalent (CO e), per dollar of gross merchandise sales) 2 because we have committed to these goals that benefit our stakeholders over the long term, not because our executives’ compensation is tied to those goals. Webelieveourexecutive compensation program works well, for our employees and for our shareholders. For example, as oftheendof2021,ourstockpricehadincreasedapproximately30,716%overtwentyyears(acompoundannualgrowthrate of 33%), 1,826% over ten years, 345% over five years, and 122% over three years. This does not mean that our stock price increased on a year-over-year basis each of these years; for example, in 2014, the stock declined 22%. Our long-term approach to performance and compensation helped to retain our talent despite short-term stock price volatility. Shareholder EngagementandCompensationFeedback Since our 2021 Annual Meeting of Shareholders, we contacted shareholders owning approximately 35% of our stock (not counting the approximately 13% voted by our founder and Executive Chair) and met with shareholders owning over 30% of our stock specifically to discuss executive compensation. During these meetings we discussed, among other things, the elements, design, and operation of our executive compensation program, the processes undertaken by the Leadership DevelopmentandCompensationCommittee,andthedetailsofthe2021equityawardstoournamedexecutiveofficers. Overthecourseofthesemeetings,weheardawiderangeofviews,withmostofourlargestinvestorsindicatingthatthey understand and appreciate the long-term, owner-oriented nature of our stock awards and how they support our operations andculture. A small minority of investors expressed the view that the Company should be granting smaller equity awards with payouts conditioned on discrete performance goals. However, these shareholders did not have a clear consensus, and in many cases did not have suggestions, for specific performance criteria or specific peer group comparisons that would be appropriate for Amazon. Other shareholders did not express either a positive or negative position on our executive compensation. 2022ProxyStatement 91