Amazon.com Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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TABLE OF CONTENTS
| ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. | 3 |
| SIGNATURES | 5 |
ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On May 21, 2025, Amazon.com, Inc. (the “Company”) held its Annual Meeting of Shareholders.
The following nominees were elected as directors, each to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified, by the vote set forth below:
| Nominee | For | Against | Abstain | Broker Non-Votes | ||||
| Jeffrey P. Bezos | 7,383,518,997 | 388,307,195 | 9,842,934 | 1,195,214,784 | ||||
| Andrew R. Jassy | 7,689,001,013 | 81,133,843 | 11,534,270 | 1,195,214,784 | ||||
| Keith B. Alexander | 7,718,948,446 | 49,764,056 | 12,956,624 | 1,195,214,784 | ||||
| Edith W. Cooper | 7,404,285,091 | 361,084,289 | 16,299,746 | 1,195,214,784 | ||||
| Jamie S. Gorelick | 7,422,020,417 | 345,883,861 | 13,764,848 | 1,195,214,784 | ||||
| Daniel P. Huttenlocher | 7,670,154,185 | 98,374,338 | 13,140,603 | 1,195,214,784 | ||||
| Andrew Y. Ng | 7,661,148,315 | 108,084,041 | 12,436,770 | 1,195,214,784 | ||||
| Indra K. Nooyi | 7,647,036,467 | 122,729,862 | 11,902,797 | 1,195,214,784 | ||||
| Jonathan J. Rubinstein | 7,345,203,322 | 422,688,123 | 13,777,681 | 1,195,214,784 | ||||
| Brad D. Smith | 7,719,807,552 | 48,875,108 | 12,986,466 | 1,195,214,784 | ||||
| Patricia Q. Stonesifer | 7,350,449,586 | 417,347,855 | 13,871,685 | 1,195,214,784 | ||||
| Wendell P. Weeks | 7,649,649,122 | 118,706,371 | 13,313,633 | 1,195,214,784 |
The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2025 was ratified by the vote set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 8,482,242,868 | 480,760,537 | 13,880,505 | — |
The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 6,059,926,829 | 1,705,963,330 | 15,778,967 | 1,195,214,784 |
A shareholder proposal requesting a mandatory policy separating the roles of CEO and Chair of the Board was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,350,589,329 | 6,407,891,378 | 23,188,419 | 1,195,214,784 |
A shareholder proposal requesting a report on advertising risks was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 71,484,549 | 7,664,530,418 | 45,654,159 | 1,195,214,784 |
A shareholder proposal requesting alternative emissions reporting was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,076,005,311 | 6,653,216,848 | 52,446,967 | 1,195,214,784 |
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A shareholder proposal requesting additional reporting on impact of data centers on climate commitments was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,553,762,226 | 6,173,291,971 | 54,614,929 | 1,195,214,784 |
A shareholder proposal requesting an assessment of Board structure for oversight of AI was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 791,178,046 | 6,914,111,284 | 76,379,796 | 1,195,214,784 |
A shareholder proposal requesting a report on packaging materials was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,046,990,928 | 6,673,873,608 | 60,804,590 | 1,195,214,784 |
A shareholder proposal requesting a report on warehouse working conditions was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 1,738,172,497 | 5,975,099,814 | 68,396,815 | 1,195,214,784 |
A shareholder proposal requesting a report on data usage oversight in AI offerings was not approved, as set forth below:
| For | Against | Abstain | Broker Non-Votes | |||
| 829,568,766 | 6,856,599,378 | 95,500,982 | 1,195,214,784 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMAZON.COM, INC. (REGISTRANT) | ||
| By: | /s/ Mark F. Hoffman | |
| Mark F. Hoffman | ||
| Vice President and Secretary | ||
Dated: May 22, 2025
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