Amazon.com (AMZN)

Item 4.    Submission of Matters to a Vote of Security Holders

No matters were submitted for a vote of our shareholders during the fourth quarter of 2009.

16

Table of Contents

PART II

Market Information

Our common stock is traded on the Nasdaq Global Select Market under the symbol “AMZN.” The following table sets forth the high and low per share sale prices for our common stock for the periods indicated, as reported by the Nasdaq Global Select Market.

Holders

As of January 22, 2010, there were 3,544 shareholders of record of our common stock, although there are a much larger number of beneficial owners.

Dividends

We have never declared or paid cash dividends on our common stock. See Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

Recent Sales of Unregistered Securities

None.

Issuer Purchases of Equity Securities

None.

17

Table of Contents

Item 4. Submission of Matters to a Vote of Security Holders

Our annual meeting of stockholders was held on May 29, 2008. The following nominees were elected as directors, each to hold office until his or her successor is elected and qualified, by the vote set forth below:

The appointment of Ernst & Young LLP as our independent auditor was ratified by the vote set forth below:

Item 4.     Submission of Matters to a Vote of Security Holders

No matters were submitted for a vote of our shareholders during the fourth quarter of 2007.

19

Table of Contents

PART II

Item 4.    
Submission of Matters to a Vote of Security Holders

No matters were submitted for a vote of our
shareholders during the fourth quarter of 2007.

19

Table of Contents

PART II

Item 4. Submission of Matters to a Vote of Security Holders

Our annual meeting of stockholders was held on June 14, 2007. The following nominees were elected as directors, each to hold office until his or her successor is elected and qualified, by the vote set forth below:

The appointment of Ernst & Young LLP as our independent auditor was ratified by the vote set forth below:

The material terms of the performance goals in our 1997 Stock Incentive Plan were re-approved by the vote set forth below:

47

Table of Contents

Item 4.    Submission of Matters to a Vote of Security Holders

No matters were submitted for a vote of our shareholders during the fourth quarter of 2006.

20

Table of Contents

PART II

Item 4. Submission of Matters to a Vote of Security Holders

Our annual meeting of stockholders was held on May 23, 2006. The following nominees were elected as directors, each to hold office until his or her successor is elected and qualified, by the vote set forth below:

The appointment of Ernst & Young LLP as our independent auditor was ratified by the vote set forth below:

Item 4.    Submission of Matters to a Vote of Security Holders

No matters were submitted for a vote of our shareholders during the fourth quarter of 2005.

22

Table of Contents

PART II

Item 4. Submission of Matters to a Vote of Security Holders

Our annual meeting of stockholders was held on May 17, 2005. The following nominees were elected as directors, each to hold office until his or her successor is elected and qualified, by the vote set forth below:

The appointment of Ernst & Young LLP as our independent auditor was ratified by the vote set forth below:

A shareholder proposal regarding the voting standard for election of directors was not adopted by the vote set forth below:

53

Table of Contents

Item 4.    Submission of Matters to a Vote of Security Holders

No matters were submitted for a vote of our shareholders during the fourth quarter of 2004.

23

Table of Contents

PART II