ANNUALMEETINGINFORMATION General Theenclosedproxyis solicited by the Board of Directors of Amazon for the Annual Meeting of Shareholders to be held at 9:00a.m.,PacificTime,onWednesday,May25,2022,andanyadjournmentorpostponementthereof.Wewillconductavirtual onlineAnnualMeetingthisyear,soourshareholderscanparticipatefromanygeographiclocationwithInternetconnectivity. Webelievethis enhances accessibility to our Annual Meeting for all of our shareholders and reduces the carbon footprint of our activities. Shareholders may participate in the Annual Meeting at www.virtualshareholdermeeting.com/AMZN2022 and maysubmitquestionsduringorinadvanceoftheAnnualMeeting.Ourprincipaloffices are located at 410 Terry Avenue North,Seattle,Washington98109.ThisProxyStatementisfirstbeingmadeavailabletoourshareholdersonoraboutApril14, 2022. Outstanding Securities and Quorum Only holders of record of our common stock, par value $0.01 per share, at the close of business on March 31, 2022, the record date, will be entitled to notice of, and to vote at, the Annual Meeting. On that date, we had 508,540,235 shares of commonstockoutstandingandentitledtovote.Eachshareofcommonstockisentitledtoonevoteforeachdirectornominee andonevoteforeachotheritemtobevotedonattheAnnualMeeting.Amajorityoftheoutstandingsharesofcommon stock entitled to vote, present or represented by proxy, constitutes a quorum for the transaction of business at the Annual Meeting. Abstentions and broker nonvotes will be included in determining the presence of a quorum for the Annual Meeting. Internet Availability of Proxy Materials Wearefurnishing proxy materials to some of our shareholders via the Internet by mailing a Notice of Internet Availability of Proxy Materials, instead of mailing or e-mailing copies of those materials. The Notice of Internet Availability of Proxy Materials directs shareholders to a website where they can access our proxy materials, including our proxy statement and our annual report, and view instructions on how to vote via the Internet, mobile device, or by telephone. If you received a NoticeofInternetAvailabilityofProxyMaterialsandwouldprefertoreceiveapapercopyofourproxymaterials,pleasefollow the instructions included in the Notice of Internet Availability of Proxy Materials. If you have previously elected to receive ourproxymaterialsviae-mail,youwillcontinuetoreceiveaccesstothosematerialselectronicallyunlessyouelectotherwise. Weencourageyoutoregistertoreceiveallfutureshareholdercommunicationselectronically,insteadofinprint. Thismeansthataccesstotheannualreport,proxystatement,andothercorrespondencewillbedeliveredtoyouvia e-mail. Proxy Voting Shares that are properly voted via the Internet, mobile device, or by telephone or for which proxy cards are properly executed and returned will be voted at the Annual Meeting in accordance with the directions given or, in the absence of directions, will be voted in accordance with the Board’s recommendations as follows: “FOR” the election of each of the nomineestotheBoardnamedherein;“FOR”theratificationoftheappointmentofourindependentauditors;“FOR”approval, onanadvisorybasis, of our executive compensation as described in this Proxy Statement; “FOR” approval of a 20-for-1 stock split and a proportionate increase in authorized shares; and “AGAINST” each of the shareholder proposals presented at the Annual Meeting. It is not expected that any additional matters will be brought before the Annual Meeting, except as discussed below under “Other Matters.” If any other matters are properly brought before the Annual Meeting, the persons namedasproxiesintheproxycardortheirsubstitutes will vote in their discretion on such matters as they determine appropriate. 104