Garman Matthew S 4
4 · AMAZON COM INC · Filed May 26, 2026
Research Summary
AI-generated summary of this filing
Amazon (AMZN) AWS CEO Matthew Garman Sells Shares After Exercising Awards
What Happened
- Matthew S. Garman, CEO of Amazon Web Services, exercised/converted vested derivative awards totaling 18,196 shares on 2026-05-21 (no cash exercise price reported) and sold shares in multiple open-market transactions the same day. He sold 4,257 @ $261.93, 4,554 @ $263.18, 3,689 @ $264.03, 2,534 @ $264.95, and 433 @ $265.64, generating total proceeds of $4,073,956. The derivative conversions convert into common stock on a one-for-one basis (footnote F7).
Key Details
- Transaction date: May 21, 2026; Form 4 filed May 26, 2026 (filed late relative to the typical 2-business-day Form 4 deadline).
- Derivative conversions/exercises (M): 4,860; 1,500; 4,000; and 7,836 shares — total 18,196 shares acquired via conversion at $0.00 per share.
- Open-market sales (S): total 15,467 shares sold for $4,073,956 (see line-item prices above).
- Notable footnotes: sales were effected pursuant to a Rule 10b5-1 trading plan adopted 05/06/2025 (F1). Vesting schedules for the underlying awards are detailed in the filing (F8–F11). Conversions are one-for-one into common stock (F7).
- Shares owned after the transactions: not specified in the provided excerpt of the Form 4.
- Filing timeliness: The Form 4 was filed 5 days after the transaction date (late filing).
Context
- This was primarily a conversion of vested awards followed by open-market sales of most of those shares — effectively a cash-out of vested compensation rather than an open-market purchase. For derivative entries, the filing shows exercise/conversion at $0 and subsequent sales, indicating the awards vested and were largely sold the same day. The presence of a Rule 10b5-1 plan means the sales were executed under a pre-established trading plan.
Insider Transaction Report
Form 4
AMAZON COM INCAMZN
Garman Matthew S
CEO Amazon Web Services
Transactions
- Exercise/Conversion
Common Stock, par value $.01 per share
2026-05-21+4,860→ 16,290 total - Exercise/Conversion
Common Stock, par value $.01 per share
2026-05-21+1,500→ 17,790 total - Exercise/Conversion
Common Stock, par value $.01 per share
2026-05-21+4,000→ 21,790 total - Exercise/Conversion
Common Stock, par value $.01 per share
2026-05-21+7,836→ 29,626 total - Sale
Common Stock, par value $.01 per share
[F1][F2]2026-05-21$261.93/sh−4,257$1,115,027→ 25,369 total - Sale
Common Stock, par value $.01 per share
[F1][F3]2026-05-21$263.18/sh−4,554$1,198,522→ 20,815 total - Sale
Common Stock, par value $.01 per share
[F1][F4]2026-05-21$264.03/sh−3,689$974,010→ 17,126 total - Sale
Common Stock, par value $.01 per share
[F1][F5]2026-05-21$264.95/sh−2,534$671,374→ 14,592 total - Sale
Common Stock, par value $.01 per share
[F1][F6]2026-05-21$265.64/sh−433$115,023→ 14,159 total - Exercise/Conversion
Restricted Stock Unit Award
[F7][F8]2026-05-21−4,860→ 14,580 totalExercise: $0.00From: 2022-05-21Exp: 2027-02-21→ Common Stock, par value $.01 per share (4,860 underlying) - Exercise/Conversion
Restricted Stock Unit Award
[F7][F9]2026-05-21−1,500→ 36,300 totalExercise: $0.00From: 2023-05-21Exp: 2028-02-21→ Common Stock, par value $.01 per share (1,500 underlying) - Exercise/Conversion
Restricted Stock Unit Award
[F7][F10]2026-05-21−4,000→ 12,000 totalExercise: $0.00From: 2024-05-21Exp: 2027-02-21→ Common Stock, par value $.01 per share (4,000 underlying) - Exercise/Conversion
Restricted Stock Unit Award
[F7][F11]2026-05-21−7,836→ 142,313 totalExercise: $0.00From: 2025-05-21Exp: 2030-02-21→ Common Stock, par value $.01 per share (7,836 underlying)
Holdings
- 887.52(indirect: By 401(k))
Common Stock, par value $.01 per share
Footnotes (11)
- [F1]This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/06/2025.
- [F10]This award vests based upon the following vesting schedule: 4,000 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, February 21, 2025, May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027.
- [F11]This award vests based upon the following vesting schedule: 7,643 shares on each of May 21, 2025, August 21, 2025, November 21, 2025, and February 21, 2026; 7,836 shares on each of May 21, 2026, August 21, 2026, and November 21, 2026; 7,835 shares on February 21, 2027; 7,845 shares on each of May 21, 2027 and August 21, 2027; 7,844 shares on each of November 21, 2027 and February 21, 2028; 12,344 shares on each of May 21, 2028, August 21, 2028, and November 21, 2028; 12,343 shares on February 21, 2029; 9,514 shares on May 21, 2029; and 9,513 shares on each of August 21, 2029, November 21, 2029, and February 21, 2030.
- [F2]Represents the weighted average sale price. The highest price at which shares were sold was $262.45 and the lowest price at which shares were sold was $261.51.
- [F3]Represents the weighted average sale price. The highest price at which shares were sold was $263.56 and the lowest price at which shares were sold was $262.57.
- [F4]Represents the weighted average sale price. The highest price at which shares were sold was $264.58 and the lowest price at which shares were sold was $263.59.
- [F5]Represents the weighted average sale price. The highest price at which shares were sold was $265.57 and the lowest price at which shares were sold was $264.59.
- [F6]Represents the weighted average sale price. The highest price at which shares were sold was $265.72 and the lowest price at which shares were sold was $265.60.
- [F7]Converts into Common Stock on a one-for-one basis.
- [F8]This award vests based upon the following vesting schedule: 3,420 shares on each of May 21, 2022, August 21, 2022, and November 21, 2022; 3,400 shares on February 21, 2023; 3,640 shares on May 21, 2023; 3,620 shares on each of August 21, 2023, November 21, 2023, and February 21, 2024; 4,300 shares on each of May 21, 2024, August 21, 2024, November 21, 2024, and February 21, 2025; 6,320 shares on each of May 21, 2025 and August 21, 2025; 6,300 shares on each of November 21, 2025 and February 21, 2026; and 4,860 shares on each of May 21, 2026, August 21, 2026, November 21, 2026, and February 21, 2027.
- [F9]This award vests based upon the following vesting schedule: 8,260 shares on each of May 21, 2023 and August 21, 2023; 8,240 shares on each of November 21, 2023 and February 21, 2024; 3,180 shares on each of May 21, 2024, August 21, 2024, and November 21, 2024; 3,160 shares on February 21, 2025; 6,960 shares on each of May 21, 2025, August 21, 2025, and November 21, 2025; 6,940 shares on February 21, 2026; 1,500 shares on May 21, 2026; 1,480 shares on each of August 21, 2026, November 21, 2026, and February 21, 2027; 7,980 shares on May 21, 2027; and 7,960 shares on each of August 21, 2027, November 21, 2027, and February 21, 2028.
Signature
/s/ by Susan K. Jong as attorney-in-fact for Matthew S. Garman, CEO Amazon Web Services|2026-05-26