ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On May 22, 2019, Amazon.com, Inc. (the “Company”) held its Annual Meeting of Shareholders.
The following nominees were elected as directors, each to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified, by the vote set forth below:
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Nominee
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For
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Against
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Abstain
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Broker
Non-Votes
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Jeffrey P. Bezos
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336,141,374
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4,115,554
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1,746,464
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85,151,704
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Rosalind G. Brewer
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340,841,813
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669,988
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491,591
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85,151,704
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Jamie S. Gorelick
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335,964,457
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5,528,240
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510,695
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85,151,704
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Daniel P. Huttenlocher
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340,171,058
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1,300,604
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531,730
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85,151,704
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Judith A. McGrath
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338,217,156
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3,293,333
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492,903
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85,151,704
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Indra K. Nooyi
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340,786,923
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726,797
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489,672
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85,151,704
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Jonathan J. Rubinstein
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339,494,236
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1,982,952
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526,204
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85,151,704
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Thomas O. Ryder
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316,598,438
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24,865,785
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539,169
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85,151,704
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Patricia Q. Stonesifer
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336,229,919
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5,282,445
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491,028
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85,151,704
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Wendell P. Weeks
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281,313,364
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60,136,918
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553,110
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85,151,704
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The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2019 was ratified by the vote set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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418,451,832
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7,841,460
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861,804
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—
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The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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333,203,698
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8,042,797
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756,897
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85,151,704
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A shareholder proposal requesting an annual report on management of food waste was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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87,329,530
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249,904,557
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4,769,305
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85,151,704
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A shareholder proposal requesting a reduction in the ownership threshold for calling special shareholder meetings was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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120,657,881
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220,494,576
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850,935
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85,151,704
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A shareholder proposal requesting a ban on government use of certain technologies was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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8,272,638
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328,206,303
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5,524,451
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85,151,704
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A shareholder proposal requesting a report on the impact of government use of certain technologies was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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94,208,150
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239,591,730
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8,203,512
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85,151,704
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A shareholder proposal requesting a report on certain products was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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92,057,511
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246,944,049
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3,001,832
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85,151,704
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A shareholder proposal requesting an independent board chair policy was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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82,323,835
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248,907,842
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10,771,715
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85,151,704
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A shareholder proposal requesting a report on certain employment policies was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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111,862,346
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223,768,797
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6,372,249
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85,151,704
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A shareholder proposal requesting a report on climate change topics was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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101,746,415
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227,595,462
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12,661,515
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85,151,704
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A shareholder proposal requesting a board ideology disclosure policy was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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9,107,139
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330,667,051
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2,229,102
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85,151,704
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A shareholder proposal requesting changes to the Company’s gender pay reporting was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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88,345,337
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241,595,028
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12,063,027
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85,151,704
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A shareholder proposal requesting a report on integrating certain metrics into executive compensation was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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64,988,902
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274,689,747
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2,324,743
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85,151,704
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A shareholder proposal regarding vote-counting practices for shareholder proposals was not approved, as set forth below:
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For
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Against
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Abstain
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Broker
Non-Votes
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16,226,186
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324,872,785
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904,421
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85,151,704
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