Amazon Shareholder Engagement Presentation Deck
Item 3-Advisory Vote to Approve Executive Compensation
Dave Clark's Promotion Grants of 20,000 RSUS
➤In connection with promotion to CEO Worldwide
Consumer and reflects the size and complexity of the
operations he oversees
Comprised of 2020 grant of 4,000 RSUS vesting from
2023-2027 and 2021 grant of 16,000 RSUS vesting
annually over 4 years
LDCC considered that many large retail and
transportation/logistics companies not as complex,
profitable, or fast-growing as Worldwide Consumer
LDCC reviewed market compensation survey data,
including data showing that average realized
compensation from 2018-2020 for CEOs of CVS
Health, Target, and Walmart ranged from $24-40
million a year
11
Shares Vesting by Year
Vesting Schedule and Potential Realizable Value
$22M
6696
2021
$33M
4000
5830
2022
$35M
4000
6570
2023
$29M
4000
4587
2024
Existing Grants New Grant
$24M
4000
3166
2025
(values based on 12/31/21 closing price of $3,334.34 per share)
$7M
2237
2026
$2M
500
2027
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