SHAREHOLDERPROPOSALS OurBoardIsIntently Focused on Our Employees’ Well-Being and Success TheBoardrecognizes that our employees are the foundation of our success and critical to our mission, as reflected in our leadershipprincipleonstrivingtobeEarth’sbestemployer.Giventhecriticalroleouremployeesplayinoursuccess,ourBoard includes numerousdirectors with human capital managementexperienceandisalreadyintentlyfocusedonouremployees’ compensation and benefit programs, workplace environment, workplace conditions and safety, and workplace culture. Reflectingthis,thecharterforourLeadershipDevelopmentandCompensationCommittee(the“Committee”)expresslystates that the Committee is responsible for overseeing Amazon’s strategies and policies related to human capital management. As stated in the charter, this includes monitoring and periodically assessing the Company’s programs and practices for attracting,developing,training,andretainingtalentedemployeesatalllevels,includingemployeecompensationandbenefits; overseeing and monitoring policies on diversity and inclusion, workplace environment and safety, and corporate culture; andperiodically receiving and reviewing reports on complaints, allegations, and incidents regarding workplace discrimination andharassmentreportedpursuanttoAmazon’sCodeofBusinessConductandEthics.Aspartofthisprocess,ourSenior Vice President, People eXperience and Technology regularly updates the Committee on employee opinions and experience basedonfeedbackfromouremployeesentimentprograms,asdescribedbelow,andtheBoardreceivesperiodicupdatesfrom the Chair of the Committee regarding this information. Through these and other processes, the Committee and the full Board take into account our employees’ interests and well-being when overseeing our operations. WealsoaimtobeEarth’ssafestplacetoworkandarecommittedtothesafetyandwell-beingofouremployees.We design and create new solutions to continuously reinforce and improve safety in our operations, including integration of newandadvancedtechnologiesthatincreasesafetyateverystepofourprocess,fromreceivingvendorshipmentstosorting multiple packages into shipments ready for delivery. We have incurred more than $15 billion in COVID-19-related costs to help keep our employees safe and deliver for our customers. Ourrecognition of and commitment to support our employees is further demonstrated by our competitive compensation andemployeebenefits.IntheUnitedStates,weprovideouremployeesanaveragestartingwageofmorethan$18anhour, morethandoublethefederalminimumwage,andnumerousbenefitstoouremployees,includingcomprehensivemedical benefits, a 401(k) plan with a Company match, and up to 20 weeks of parental leave (birth parents are eligible for up to 20weeksofleaveandpartnersuptosix). Every employee at Amazon also has access to nine different Company-funded 17 upskilling programs as part of Amazon’s $1.2 billion Upskilling 2025 pledge. ProgramsincludeCareerChoice,aneducation benefit which fully funds tuition for employees to learn new skills for career success at Amazon or elsewhere, including Bachelor’sdegrees,industrycertificationsdesignedtoleadtoin-demandjobs,andfoundationalskillssuchasEnglishlanguage proficiency, high school diplomas, and GEDs. We have heavily invested in supporting employees since the early stages of theCOVID-19pandemic,fromenhancingsafetymeasuresandincreasingpaidtime-offtobillionsofdollarsinspecialbonuses andincentives for our teams globally. WeHaveManyProgramstoProvideforEffectiveEmployeeInput In addition, we have numerous programs in place for employees to provide input and feedback to management and the Board,whichwebelievemoreeffectivelyallowustodirectlyhearandrespondtothewidelydiverseinterestsandperspectives of our global workforce. Our global workforce of more than 1.6 million employees consists of widely diverse people with widely diverse jobs, from software development, to product development and product sourcing roles, to staffing customer service centers, fulfillment centers, data centers, and physical stores, to developing and producing entertainment content. Given this diversity, we have also long recognized the importance of employees’ participation in our decision-making and governance. Accordingly, we have a wide variety of policies and programs in place to promote consistent, honest, and open input by and engagement with our employees, allowing employees to raise suggestions or concerns and have their input directly addressed by leadership, and allowing us to continuously improve our workplace and employeeexperience.Examples of these programs include the following: • OurConnectionsprogramisadaily, real-time, Company-wide employee feedback mechanism designed to listen to and learnfromemployeesatscaletoimprovetheemployeeexperience.Connectionsgeneratesover1.5millionresponsesfrom employeesdaily at over 3,500 unique sites/locations in 55 countries in 26 different languages. Connections responses are completely anonymous to encourage frank and open feedback. Connections analyzes response data and provides insights to managers and leaders to review and take actions as they uncover issues or see opportunities to improve. We 17 Seehttps://www.aboutamazon.com/workplace/upskilling-commitments. 2022ProxyStatement 39