Form 424B5 AMAZON COM INC

0

Filed pursuant to Rule 424(b)(5)
Registration number 333-238831

PROSPECTUS SUPPLEMENT

(In the Prospectus dated June 1, 2020)

Amazon.com, Inc.

$1,500,000,000 2.730% NOTES DUE IN 2024

$1,500,000,000 3.000% NOTES DUE IN 2025

$2,000,000,000 3.300% NOTES DUE IN 2027

$1,500,000,000 3.450% NOTES DUE IN 2029

$2,500,000,000 3.600% NOTES DUE IN 2032

$2,500,000,000 3.950% NOTES DUE IN 2052

$1,250,000,000 4.100% NOTES DUE IN 2062

Amazon.com, Inc. is offering $1,500,000,000 of our 2.730% Notes due 2024 (the “2024 Notes”), $1,500,000,000 of our 3.000% Notes due 2025 (the “2025 Notes”) , $2,000,000,000 of our 3.300% notes due 2027 (the “2027 Notes”), $1,500,000,000 of our 3.450% notes due 2029 (the “2029 Notes”), $2,500,000,000 of our 3.600% Notes due 2032 (the “Notes Notes”), and $1,250,000,000 of our 4.100% Notes due in 2062 (the “2062 Notes” and, together with the 2024 Notes, the 2025 Notes, the 2027 Notes, 2029 Notes, 2032 Notes and 2052 Notes, the “Notes”). The 2024 bonds will bear interest at the rate of 2.730% per annum. The 2025 Notes will bear interest at a rate of 3.000% per annum. The 2027 bonds will bear interest at the rate of 3.300% per annum. The 2029 Notes will bear interest at a rate of 3.450% per annum. The 2032 Notes will bear interest at a rate of 3.600% per annum. The 2052 Notes will bear interest at a rate of 3.950% per annum. The 2062 Notes will bear interest at the rate of 4.100% per annum. We will pay interest semi-annually on the Notes beginning October 13, 2022. The 2024 Notes will mature on April 13, 2024. The 2025 Notes will mature on April 13, 2025. The 2027 Notes will mature on April 13, 2027. 2029 Notes will mature on April 13, 2029. The 2032 Notes will mature on April 13, 2032. The 2052 Notes will mature on April 13, 2052. The 2062 Notes will mature on April 13, 2062.

We may redeem any or all of a series of Notes at any time at the applicable redemption prices described as of pages S-12. The Notes are senior unsecured obligations and will rank pari passu with all of our other outstanding senior unsecured indebtedness from time to time. There is no sinking fund for the tickets. The Notes are not, and should not be, listed on any stock exchange.

Investing in the Notes involves risks. See “Risk Factors” starting on page
S-6 of this prospectus supplement.

Price at
Audience(1)

Subscription
Discounts
and
Fees

Proceed to
Amazon
(before fees)

Per 2024 ticket

100,000 % 0.080 % 99.920 %

2024 tickets in total

$ 1,500,000,000 $ 1,200,000 $ 1,498,800,000

Per 2025 ticket

99.841 % 0.100 % 99.741 %

2025 tickets in total

$ 1,497,615,000 $ 1.5 million $ 1,496,115,000

Per 2027 ticket

99.794 % 0.120 % 99.674 %

2027 tickets in total

$ 1,995,880,000 $ 2,400,000 $ 1,993,480,000

Per 2029 ticket

99.784 % 0.150 % 99.634 %

2029 tickets in total

$ 1,496,760,000 $ 2,250,000 $ 1,494,510,000

Per banknote of 2032

99.817 % 0.200 % 99.617 %

2032 tickets in total

$ 2,495,425,000 $ 5,000,000 $ 2,490,425,000

Per banknote of 2052

99.582 % 0.400 % 99.182 %

2052 tickets in total

$ 2,489,550,000 $ 10,000,000 $ 2,479,550,000

Per banknote of 2062

99.532 % 0.400 % 99.132 %

2062 tickets in total

$ 1,244,150,000 $ 5,000,000 $ 1,239,150,000

Total

$ 12,719,380,000 $ 27,350,000 $ 12,692,030,000

(1) Plus accrued interest, if any, from April 13, 2022, if settlement occurs after that date. Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these securities or determined whether this prospectus supplement or the prospectus to which it relates is true or complete. Any representation to the contrary is a criminal offence. Subscribers expect to deliver the Notes on or about April 13, 2022 in book-entry only form through the services of The Depository Trust Company for the accounts of its participants, including Euroclear Bank SA/NV, as as operator of the Euroclear system, and Clearstream Banking SA

Joint Bookrunners

GOLDMAN SACHS & CO. LLC J.P. MORGAN MORGAN STANLEY
Barclays BofA securities Citigroup Deutsche Bank Securities HSBC SOCIETE GENERALE Wells Fargo Securities

Co-managers

Academy titles Drexel Hamilton R. Seelaus & Co., LLC Siebert Williams Rod
Capital Markets Loop Ramirez & Co., Inc. AmeriVet Securities Cabrera Capital Markets LLC

April 11, 2022.

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