Business Context and Reporting Period
This Form 8-K Current Report was filed by Amazon.com, Inc. on September 13, 2023. The filing discloses corporate governance changes regarding the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel and governance matters.
Material Changes
The primary material change reported is the election of Brad D. Smith as a director of the Company and his appointment to the Audit Committee. This action occurred on September 13, 2023.
Management Commentary and Compensation
In connection with his election, Mr. Smith was granted a restricted stock unit award under the Company's 1997 Stock Incentive Plan for 7,815 shares of common stock. These shares are scheduled to vest in three equal annual installments beginning on November 15, 2024, assuming continued service. Mr. Smith also entered into a standard director indemnification agreement.
Mr. Smith's background includes serving as President of Marshall University since January 2022 and previously holding executive leadership roles at Intuit Inc. and Humana Inc.
Investor Verification Checklist
- Confirm the effective date of Brad D. Smith's directorship and Audit Committee appointment.
- Verify the vesting schedule and share count (7,815 shares) of the restricted stock unit award.
- Review the attached indemnification agreement exhibit for specific liability protections.
- Check subsequent filings for any changes to the Board composition or committee assignments.

