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amzn-202602050001018724false00010187242026-02-052026-02-05

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 5, 2026 Date of Report (Date of earliest event reported)

AMAZON.COM, INC.

(Exact name of registrant as specified in its charter)

Delaware000-2251391-1646860 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

410 Terry Avenue North, Seattle, Washington 98109-5210 (Address of principal executive offices, including Zip Code) (206) 266-1000 (Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered Common Stock, par value $.01 per shareAMZNNasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Table of Contents

TABLE OF CONTENTS

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

3

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

3

SIGNATURES

4

EXHIBIT 99.1

EXHIBIT 99.2

Table of Contents

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On February 5, 2026, Amazon.com, Inc. announced its fourth quarter 2025 and year ended December 31, 2025 financial results. A copy of the press release containing the announcement is included as Exhibit 99.1 and additional information regarding the inclusion of non-GAAP financial measures in certain of Amazon.com, Inc.’s public disclosures, including its fourth quarter 2025 and year ended December 31, 2025 financial results announcement, is included as Exhibit 99.2. Both of these exhibits are incorporated herein by reference.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit NumberDescription

99.1Press Release dated February 5, 2026 announcing Amazon.com, Inc.’s Fourth Quarter 2025 and Year Ended December 31, 2025 Financial Results.

99.2Information Regarding Non-GAAP Financial Measures.

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).

3

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMAZON.COM, INC. (REGISTRANT)

By:/s/ Brian T. Olsavsky Brian T. Olsavsky Senior Vice President and Chief Financial Officer

Dated: February 5, 2026 4

amzn-202510300001018724false00010187242025-10-302025-10-30

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 30, 2025 Date of Report (Date of earliest event reported)

AMAZON.COM, INC.

(Exact name of registrant as specified in its charter)

Delaware000-2251391-1646860 (State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

410 Terry Avenue North, Seattle, Washington 98109-5210 (Address of principal executive offices, including Zip Code) (206) 266-1000 (Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered Common Stock, par value $.01 per shareAMZNNasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Table of Contents

TABLE OF CONTENTS

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

3

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

3

SIGNATURES

4

EXHIBIT 99.1

EXHIBIT 99.2

Table of Contents

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On October 30, 2025, Amazon.com, Inc. announced its third quarter 2025 financial results. A copy of the press release containing the announcement is included as Exhibit 99.1 and additional information regarding the inclusion of non-GAAP financial measures in certain of Amazon.com, Inc.’s public disclosures, including its third quarter 2025 financial results announcement, is included as Exhibit 99.2. Both of these exhibits are incorporated herein by reference.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit NumberDescription

99.1Press Release dated October 30, 2025 announcing Amazon.com, Inc.’s Third Quarter 2025 Financial Results.

99.2Information Regarding Non-GAAP Financial Measures.

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).

3

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMAZON.COM, INC. (REGISTRANT)

By:/s/ Brian T. Olsavsky Brian T. Olsavsky Senior Vice President and Chief Financial Officer

Dated: October 30, 2025 4