Business Context and Reporting Period
This Form 8-K Current Report was filed by Amazon.com, Inc. on September 14, 2026. The filing reports the closing of a debt offering event that occurred on the same date.
Key Financial Metrics
The filing details the issuance of four new series of senior notes denominated in British Pounds (GBP). The aggregate principal amount and proceeds are as follows:
- Total Aggregate Principal: £4.25 billion
- Aggregate Public Offering Price: £4.242 billion
- Estimated Net Proceeds: Approximately £4.235 billion (after underwriting discounts, before offering expenses)
Note Series Details:
| Note Series | Coupon Rate | Maturity Year | Principal Amount |
|---|---|---|---|
| 2029 Notes | 5.200% | 2029 | £1.25 billion |
| 2032 Notes | 5.550% | 2032 | £1.00 billion |
| 2038 Notes | 6.250% | 2038 | £1.00 billion |
| 2045 Notes | 6.650% | 2045 | £1.00 billion |
Revenue, profit, cash flow, margins, and existing debt levels are not reported in this specific filing.
Material Changes
The primary material change is the expansion of the company's debt capital structure through the issuance of the new Notes. These notes were issued pursuant to an Indenture dated November 29, 2012, as amended and supplemented by Supplemental Indenture No. 1 dated April 13, 2022. The offering was registered under a Form S-3 filed on February 6, 2026.
Guidance, Outlook, and Risks
This filing does not contain forward-looking guidance, management commentary on operational outlook, or specific risk factors beyond the standard legal qualifications regarding the Underwriting Agreement and Officers' Certificate. The filing notes that the descriptions of the agreements are qualified in their entirety by the terms of the documents filed as exhibits.
Investor Verification Checklist
- Verify the exchange rate impact of the £4.235 billion net proceeds on the company's USD-denominated balance sheet.
- Review the full text of the Underwriting Agreement (Exhibit 1.1) and Officers' Certificate (Exhibit 4.1) for covenants and redemption terms.
- Confirm the specific use of proceeds, which is not explicitly detailed in the summary text of this 8-K.
- Assess the impact of the new interest rates (ranging from 5.200% to 6.650%) on future interest expense relative to existing debt.