02/24/2026 | Press release | Distributed by Public on 02/24/2026 16:38
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit Award | $ 0 (7) | 02/21/2026 | M | 6,300 | 05/21/2022(8) | 02/21/2027 | Common Stock, par value $.01 per share | 6,300 | $ 0 | 19,440 | D | ||||
| Restricted Stock Unit Award | $ 0 (7) | 02/21/2026 | M | 6,940 | 05/21/2023(9) | 02/21/2028 | Common Stock, par value $.01 per share | 6,940 | $ 0 | 37,800 | D | ||||
| Restricted Stock Unit Award | $ 0 (7) | 02/21/2026 | M | 7,643 | 05/21/2025(10) | 02/21/2030 | Common Stock, par value $.01 per share | 7,643 | $ 0 | 150,149 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Garman Matthew S P.O. BOX 81226 SEATTLE, WA 98108-1226 |
CEO Amazon Web Services | |||
| /s/ by Susan K. Jong as attorney-in-fact for Matthew S. Garman, CEO Amazon Web Services | 02/24/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/06/2025. |
| (2) | Represents the weighted average sale price. The highest price at which shares were sold was $204.53 and the lowest price at which shares were sold was $203.54. |
| (3) | Represents the weighted average sale price. The highest price at which shares were sold was $205.39 and the lowest price at which shares were sold was $204.54. |
| (4) | Represents the weighted average sale price. The highest price at which shares were sold was $206.60 and the lowest price at which shares were sold was $205.61. |
| (5) | Represents the weighted average sale price. The highest price at which shares were sold was $207.57 and the lowest price at which shares were sold was $206.61. |
| (6) | Represents the weighted average sale price. The highest price at which shares were sold was $208.20 and the lowest price at which shares were sold was $207.86. |
| (7) | Converts into Common Stock on a one-for-one basis. |
| (8) | This award vests based upon the following vesting schedule: 3,420 shares on each of May 21, 2022, August 21, 2022, and November 21, 2022; 3,400 shares on February 21, 2023; 3,640 shares on May 21, 2023; 3,620 shares on each of August 21, 2023, November 21, 2023, and February 21, 2024; 4,300 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 6,320 shares on each of May 21, 2025 and August 21, 2025; 6,300 shares on each of November 21, 2025 and February 21, 2026; and 4,860 shares on each of May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027. |
| (9) | This award vests based upon the following vesting schedule: 8,260 shares on each of May 21, 2023 and August 21, 2023; 8,240 shares on each of November 21, 2023 and February 21, 2024; 3,180 shares on each of May 21, 2024, August 21, 2024, and November 21, 2024; 3,160 shares on February 21, 2025; 6,960 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; 6,940 shares on February 21, 2026; 1,500 shares on May 21, 2026; 1,480 shares on each of August 21, 2026, November 21, 2026, and February 21, 2027; 7,980 shares on May 21, 2027; and 7,960 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028. |
| (10) | This award vests based upon the following vesting schedule: 7,643 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 7,836 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 7,835 shares on February 21, 2027; 7,845 shares on each of May 21, 2027 and August 21, 2027; 7,844 shares on each of November 21, 2027 and February 21, 2028; 12,344 shares on each of May 21, 2028, August 21, 2028, and November 21, 2028; 12,343 shares on February 21, 2029; 9,514 shares on May 21, 2029; and 9,513 shares on each of August 21, 2029, November 21, 2029, and February 21, 2030. |
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Remarks: 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. |
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