SHAREHOLDERPROPOSALS OurBoardhasreviewedAmazonRekognition,alongwithmanyotherprograms,aspartofnumerousAWSbusiness reviews, and has also reviewed Ring in several of its meetings since our acquisition of Ring. In addition, our Nominating and Corporate Governance Committee has provided oversight on behalf of the Board over the human rights aspects of Amazon’sRekognition technology and Ring, as well as our other technologies, and has specifically reviewed Amazon Rekognition’s facial recognition capabilities and Ring. These reviews focus on the actual operation and use of Amazon Rekognition and Ring, the potential concerns and abuses that critics have suggested could arise from these technologies, andouractionstoresolveormitigatethoserisksandconcerns.Underitscharter,theNominatingandCorporateGovernance Committee,whichiscomprisedofdirectorswithexperienceinemergingtechnologiesandpublicpolicy,isgivenresponsibility for overseeing and monitoring the Company’s policies and initiatives relating to corporate social responsibility, including humanrightsandethicalbusinesspractices,andrisksrelatedtotheCompany’soperationsandengagementwithcustomers, suppliers, and communities. This Proposal Fails to Acknowledge or Address the Measures We Have Taken to Enhance Our Technology and Relies on Dated Claims and Mischaracterizations While we have been working to constantly enhance our AI/ML technology, including Amazon Rekognition and Ring products and services, this proposal has relied on the same outdated assertions and mischaracterizations. For example, this proposal continues to mischaracterize Amazon Rekognition as a surveillance program. In fact, Amazon Rekognition, does not collect images for users to perform searches on and does not provide any photos or data for users to search or compare images against. Instead, the service can be used to help identify objects, people, text, scenes, and activities in images and videos, as well as to detect inappropriate content. Similarly, the Proposal fails to acknowledge the improvements we have implementedforRingaspartofthePolicingProject’s civil rights and civil liberties audit and an ongoing commitment to innovate on behalf of customers and their communities. Theproposal requests that the Company prepare a report about Amazon’s process for customer due diligence to determine whether customers’ use of certain of our products or services contributes to human rights violations. Conversations around responsibledevelopmentanduseofAI/MLsystemsarehappeningaroundtheworldamonggovernment,industry,academia, andothergroups. Amazonis an active participant and contributor to these conversations, and Amazon teams and subject matter experts are helping lead the industry on these very issues. As demonstrated above, we have conscientiously acted to review and address the concerns expressed in the proposal and transparently provided information regarding our actions to the public. In light of our commitment to customer trust, privacy, and security; the material benefits to both society and organizations of Amazon’s technology products and services; and our ongoing transparency and efforts to address potential misuse of those products and services, the Board recommends that shareholders vote against this proposal. TheBoardofDirectorsrecommendsavote“AGAINST”thisproposalrequestingareportoncustomerdue diligence. ITEM7—SHAREHOLDERPROPOSALREQUESTINGANALTERNATIVEDIRECTOR CANDIDATEPOLICY BeginningofShareholderProposalandStatementofSupport: Policy to Include Hourly Employees as Director Candidates RESOLVED:ShareholdersofAmazon.com,Inc.(“Amazon”)urgetheboardtoadoptapolicyofpromotingsignificant representation of employee perspectives among corporate decision makers by requiring that the initial list of candidates fromwhichnewboardnomineesarechosen(the“InitialList”) by the Nominating and Governance Committee include (but neednotbelimitedto)hourlyemployees.Thepolicyshouldprovidethatanythird-partyconsultantaskedtofurnishanInitial List will be requested to include such candidates. WHEREAS:Amazonhasbeenpubliclyexcoriatedformistreatingworkers—includingcriticism over dehumanizing working conditions, anti-union activities, and straining taxpayers by paying so little that employees must rely on food stamps.1 Employeeshavedescribedworkplaceconditionsas“hellish,”2andtheNYTimesobservesthatduringthepandemic,“Amazon’s system burned through workers, resulted in inadvertent firings and stalled benefits, and impeded communication, casting a shadow over a business success story for the ages.”3 Because protecting the company’s reputation and ability to retain its 2022ProxyStatement 37