Other Information
−Removed: 2024 Revolving Credit Agreement
−Removed: The information set forth below is included for the purpose of providing disclosure under “Item 1.01 — Entry into a Material Definitive Agreement,” “Item 1.02 — Termination of a Material Definitive Agreement,” and “Item 2.03 — Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant” of Form 8-K.
−Removed: On October 30, 2024, Amazon.com, Inc.
−Removed: (the “Company”), Citibank N.A., as administrative agent, and the lenders party thereto entered into a 364-day revolving credit agreement (the “2024 Short-Term Credit Agreement”).
−Removed: The 2024 Short-Term Credit Agreement replaces the prior $5.0 billion 364-day revolving credit agreement entered into by the Company, Citibank, N.A., and other lenders on November 1, 2023, which was terminated on October 30, 2024.
−Removed: The 2024 Short-Term Credit Agreement provides the Company with an unsecured revolving credit facility with a borrowing capacity of up to $5.0 billion.
−Removed: The term of the 2024 Short-Term Credit Agreement is 364 days, but it may be extended for an additional period of 364 days subject to approval by the lenders.
−Removed: The interest rate applicable to outstanding balances under the 2024 Short-Term Credit Agreement is the applicable benchmark rate specified in the agreement plus 0.45%, with a commitment fee of 0.03% on the undrawn portion of the credit facility.
−Removed: Borrowings under the 2024 Short-Term Credit Agreement will be used for general corporate purposes, including backstopping any notes that the Company may issue under its commercial paper program.
−Removed: The 2024 Short-Term Credit Agreement contains customary representations and warranties, covenants, and events of default, but does not contain financial covenants.
−Removed: Upon an event of default that is not cured within the applicable grace periods or waived, any unpaid amounts under the 2024 Short-Term Credit Agreement may be declared immediately due and payable and the commitments may be terminated.
−Removed: The financial institutions party to the 2024 Short-Term Credit Agreement and their respective affiliates are full service financial institutions engaged in various activities, which may include sales and trading, commercial and investment banking, advisory, investment management, investment research, principal investment, hedging, market making, brokerage, and other financial and non-financial activities and services.
−Removed: Certain of these financial institutions and their respective affiliates have provided, and may in the future provide, a variety of these services to the Company and to persons and entities with relationships with the Company, for which they received or will receive customary fees and expenses.
−Removed: The foregoing description of the 2024 Short-Term Credit Agreement is qualified in its entirety by the terms of such agreement, which is filed hereto as Exhibit 10.1 and incorporated herein by reference.
−Removed: Trading Arrangements
+Added: On February 10, 2025 , Keith Alexander , a member of our Board of Directors , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 1,900 shares of Amazon.com, Inc.
+Added: common stock over a period ending on November 17, 2025 , subject to certain conditions.
+Added: On February 10, 2025 , Jonathan Rubinstein , a member of our Board of Directors , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 15,728 shares of Amazon.com, Inc.
+Added: common stock over a period ending on February 10, 2027 , subject to certain conditions.
+Added: On February 20, 2025 , Daniel Huttenlocher , a member of our Board of Directors , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 1,237 shares of Amazon.com, Inc.
+Added: common stock over a period ending on November 21, 2025 , subject to certain conditions.
+Added: On March 4, 2025 , Jeffrey Bezos , our founder and Executive Chair , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 25,000,000 shares of Amazon.com, Inc.
+Added: common stock over a period ending on May 29, 2026 , subject to certain conditions.
Number Description
3 unchanged sentences
(incorporated by reference to the Company’s Current Report on Form 8-K, filed May 3, 2024).
−Removed: 10.1 364-Day Revolving Credit Agreement, dated as of October 30, 2024, among Amazon.com, Inc., Citibank N.A., as administrative agent, and the lenders party thereto.
31.1 Certification of Andrew R.
8 unchanged sentences
Section 1350.
−Removed: 101 The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL:
+Added: 101 The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, formatted in Inline XBRL:
(i) Consolidated Statements of Cash Flows, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Balance Sheets, and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
−Removed: 104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL (included as Exhibit 101).
+Added: 104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, formatted in Inline XBRL (included as Exhibit 101).
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, thereunto duly authorized.
3 unchanged sentences
(Principal Accounting Officer)
−Removed: October 31, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.