Amazon.com Form 4 AMAZON COM / INDRA K NOOYI ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

NOOYI INDRA K

(Last)

(First)

(Middle)

P.O. BOX 81226

(Street)

SEATTLE

98108-1226

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMAZON COM INC [ AMZN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,175	734	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,177.99	735	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,178.49	736	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		3	A	$3,179.35⁽²⁾	739	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,180.42	740	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		2	A	$3,181.32⁽³⁾	742	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,182.96	743	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,184.98	744	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		3	A	$3,185.4667⁽⁴⁾	747	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		4	A	$3,186.3775⁽⁵⁾	751	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,187.01	752	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		5	A	$3,188.466⁽⁶⁾	757	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		8	A	$3,189.4638⁽⁷⁾	765	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		4	A	$3,190.35⁽⁸⁾	769	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		7	A	$3,191.6943⁽⁹⁾	776	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		2	A	$3,192.595⁽¹⁰⁾	778	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		3	A	$3,193.7067⁽¹¹⁾	781	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		6	A	$3,194.5367⁽¹²⁾	787	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		3	A	$3,195.5867⁽¹³⁾	790	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		4	A	$3,196.4775⁽¹⁴⁾	794	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		2	A	$3,197.58⁽¹⁵⁾	796	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		7	A	$3,198.2457⁽¹⁶⁾	803	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		3	A	$3,199.87⁽¹⁷⁾	806	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		2	A	$3,200.83⁽¹⁸⁾	808	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		1	A	$3,201.94	809	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		6	A	$3,202.4467⁽¹⁹⁾	815	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		2	A	$3,203.25⁽²⁰⁾	817	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		4	A	$3,204.765⁽²¹⁾	821	D
Common Stock, par value $.01 per share	10/01/2020		P⁽¹⁾		4	A	$3,205.495⁽²²⁾	825	D
Common Stock, par value $.01 per share								18	I	In trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

2. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,179.55 and the lowest price at which shares were purchased was $3,179.07.

3. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,181.50 and the lowest price at which shares were purchased was $3,181.14.

4. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,185.75 and the lowest price at which shares were purchased was $3,185.16.

5. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,186.70 and the lowest price at which shares were purchased was $3,186.10.

6. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,188.97 and the lowest price at which shares were purchased was $3,188.00.

7. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,189.89 and the lowest price at which shares were purchased was $3,189.01.

8. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,190.52 and the lowest price at which shares were purchased was $3,190.09.

9. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,191.99 and the lowest price at which shares were purchased was $3,191.55.

10. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,192.94 and the lowest price at which shares were purchased was $3,192.25.

11. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,193.91 and the lowest price at which shares were purchased was $3,193.49.

12. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,194.81 and the lowest price at which shares were purchased was $3,194.07.

13. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,195.80 and the lowest price at which shares were purchased was $3,195.41.

14. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,196.96 and the lowest price at which shares were purchased was $3,196.09.

15. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,197.67 and the lowest price at which shares were purchased was $3,197.49.

16. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,198.66 and the lowest price at which shares were purchased was $3,198.00.

17. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,199.98 and the lowest price at which shares were purchased was $3,199.79.

18. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,200.90 and the lowest price at which shares were purchased was $3,200.76.

19. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,202.85 and the lowest price at which shares were purchased was $3,202.04.

20. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,203.26 and the lowest price at which shares were purchased was $3,203.24.

21. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,204.96 and the lowest price at which shares were purchased was $3,204.42.

22. Represents the weighted average purchase price. The highest price at which shares were purchased was $3,205.88 and the lowest price at which shares were purchased was $3,205.13.

Remarks:

This is one of two Forms 4 filed to report transactions on October 1, 2020. The reporting person undertakes to provide, upon request by the staff of the SEC, the issuer, or a security holder of the issuer, full information regarding the number of shares transacted at each price, with respect to all transactions reported on this Form 4.

	/s/ by Mark F. Hoffman as attorney-in-fact for Indra K. Nooyi	10/05/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Amazon.com (AMZN) Form 4AMAZON COM / INDRA K NOOYI ownership change