AMZN 10-K Annual Report Dec. 31, 2023 | Alphaminr

AMZN 10-K Fiscal year ended Dec. 31, 2023

AMAZON COM INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Stock, Related Shareholder Matters, and Issuer Purchases Of Equity SecuritiesItem 6. ReservedItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Description Of Business, Accounting Policies, and Supplemental DisclosuresNote 2 Financial InstrumentsNote 3 Property and EquipmentNote 4 LeasesNote 5 Acquisitions, Goodwill, and Acquired Intangible AssetsNote 6 DebtNote 7 Commitments and ContingenciesNote 8 Stockholders EquityNote 9 Income TaxesNote 10 Segment InformationItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Shareholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Certificate of Incorporation of Amazon.com, Inc. (incorporated by reference to the Companys Current Report on Form 8-K, filed May 27, 2022). 3.2 Amended and Restated Bylaws of Amazon.com, Inc. (incorporated by reference to the Companys Current Report on Form8-K, filed January 6, 2023). 4.1 Indenture, dated as of November 29, 2012, between Amazon.com, Inc. and Wells Fargo Bank, National Association, as trustee (incorporated by reference to the Companys Current Report on Form8-K, filed November 29, 2012). 4.2 Supplemental Indenture, dated as of April 13, 2022, among Amazon.com, Inc., Wells Fargo Bank, National Association, as prior trustee, and Computershare Trust Company, National Association, as successor trustee, containing Form of 2.730% Note due 2024, Form of 3.000% Note due 2025, Form of 3.300% Note due 2027, Form of 3.450% Note due 2029, Form of 3.600% Note due 2032, Form of 3.950% Note due 2052, and Form of 4.100% Note due 2062 (incorporated by reference to the Companys Current Report on Form 8-K, filed April 13, 2022). 4.3 Officers Certificate of Amazon.com, Inc., dated as of December 5, 2014, containing Form of 2.600% Note due 2019, Form of 3.300% Note due 2021, Form of 3.800% Note due 2024, Form of 4.800% Note due 2034, and Form of 4.950% Note due 2044 (incorporated by reference to the Companys Current Report on Form 8-K, filed December 5, 2014). 4.4 Officers Certificate of Amazon.com, Inc., dated as of August 22, 2017, containing Form of 1.900% Note due 2020, Form of 2.400% Note due 2023, Form of 2.800% Note due 2024, Form of 3.150% Note due 2027, Form of 3.875% Note due 2037, Form of 4.050% Note due 2047, and Form of 4.250% Note due 2057 (incorporated by reference to the Companys Current Report on Form 8-K, filed August 22, 2017). 4.5 Officers Certificate of Amazon.com, Inc., dated as of December 20, 2017, containing Form of 5.200% Note due 2025 (incorporated by reference to the Companys Current Report on Form 8-K, filed December 20, 2017). 4.6 Officers Certificate of Amazon.com, Inc., dated as of June 3, 2020, containing Form of 0.400% Note due 2023, Form of 0.800% Note due 2025, Form of 1.200% Note due 2027, Form of 1.500% Note due 2030, Form of 2.500% Note due 2050, and Form of 2.700% Note due 2060 (incorporated by reference to the Companys Current Report on Form 8-K, filed June 3, 2020). 4.7 Officers Certificate of Amazon.com, Inc., dated as of May 12, 2021, containing Form of 0.250% Note due 2023, Form of 0.450% Note due 2024, Form of 1.000% Note due 2026, Form of 1.650% Note due 2028, Form of 2.100% Note due 2031, Form of 2.875% Note due 2041, Form of 3.100% Note due 2051, and Form of 3.250% Note due 2061 (incorporated by reference to the Companys Current Report on Form 8-K, filed May 12, 2021). 4.8 Officers Certificate of Amazon.com, Inc., dated as of December 1, 2022, containing Form of 4.700% Note due 2024, Form of 4.600% Note due 2025, Form of 4.550% Note due 2027, Form of 4.650% Note due 2029, and Form of 4.700% Note due 2032 (incorporated by reference to the Companys Current Report on Form 8-K, filed December 1, 2022). 4.9 Description of Securities (incorporated by reference to the Companys Annual Report on Form 10-K for the Year ended December 31, 2019). 10.1 1997 Stock Incentive Plan (amended and restated) (incorporated by reference to the Companys Quarterly Report on Form 10-Q for the Quarter ended June 30, 2022). 10.2 1999 Nonofficer Employee Stock Option Plan (amended and restated) (incorporated by reference to the Companys Quarterly Report on Form 10-Q for the Quarter ended June 30, 2022). 10.4 Form of Restricted Stock Unit Agreement for Officers and Employees (incorporated by reference to the Companys Annual Report on Form 10-K for the Year ended December31, 2002). 10.5 Form of Restricted Stock Unit Agreement for Directors (incorporated by reference to the Companys Annual Report on Form 10-K for the Year ended December 31, 2002). 10.6 Form of Restricted Stock Agreement (incorporated by reference to the Companys Annual Report on Form 10-K for the Year ended December 31, 2001). 10.7 Form of Global Restricted Stock Unit Award Agreement for Executive Officers. 10.8 Term Loan Agreement, dated as of January 3, 2023, among Amazon.com, Inc., Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders party thereto (incorporated by reference to the Companys Current Report on Form 8-K, filed January 3, 2023). 10.9 Five-Year Revolving Credit Agreement, dated as of November 1, 2023, among Amazon.com, Inc., Citibank N.A., as administrative agent, and the lenders party thereto (incorporated by reference to the Companys Current Report on Form 8-K, filed November 1, 2023). 10.10 364-Day Revolving Credit Agreement, dated as of November 1, 2023, among Amazon.com, Inc., Citibank N.A., as administrative agent, and the lenders party thereto (incorporated by reference to the Companys Current Report on Form 8-K, filed November 1, 2023). 21.1 List of Significant Subsidiaries. 23.1 Consent of Independent Registered Public Accounting Firm. 31.1 Certification of Andrew R. Jassy, President and Chief Executive Officer of Amazon.com, Inc., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. 31.2 Certification of Brian T. Olsavsky, Senior Vice President and Chief Financial Officer of Amazon.com, Inc., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. 32.1 Certification of Andrew R. Jassy, President and Chief Executive Officer of Amazon.com, Inc., pursuant to 18 U.S.C. Section 1350. 32.2 Certification of Brian T. Olsavsky, Senior Vice President and Chief Financial Officer of Amazon.com, Inc., pursuant to 18 U.S.C. Section 1350. 97.1 Amazon.com, Inc. Clawback Policy.