亚马逊美股招股说明书(2026-03-11版)

Amazon.com, Inc. is offering €of our floating rate notes due(the “floating rate notes”), €of our% notes due(the “notes”),€of our% notes due(the “notes”), €of our% notes due(the “notes”), €of our% notes due(the “notes”), €of our% notes due(the “notes”), €of our% notes due(the “notes”), and €of our% notesdue(the “notes,” and, together with thenotes, thenotes, thenotes, thenotes, thenotes, and thenotes, the “fixedrate notes”). The floating rate notes and the fixed rate notes are collectively referred to as the “notes.” The floating rate notes will bear interest at a rate equal to theApplicable EURIBOR Rate (as defined herein) based on the three-month EURIBOR, plus% per annum. Thenotes will bear interest at a rate of% perannum. Thenotes will bear interest at a rate of% per annum. Thenotes will bear interest at a rate of% per annum. Thenotes will bearinterest at a rate of% per annum. Thenotes will bear interest at a rate of% per annum. Thenotes will bear interest at a rate of% per annum.Thenotes will bear interest at a rate of% per annum. We will pay interest quarterly in arrears on the floating rate notes on,,, andof each year, beginning, 2026. We will pay interest annually in arrears on the fixed rate notes onof each year, beginning, 2027. The floatingrate notes will mature on. Thenotes will mature on. Thenotes will mature on. Thenotes will mature on. Thenotes will mature on. Thenotes will mature on. Thenotes will mature on. Thenotes will mature on. We may redeem some or all of any series of the fixed rate notes at any time at the applicable redemption prices as described under “Description of the Notes — OptionalRedemption of Fixed Rate Notes.” We may redeem any series of the notes in whole, but not in part, at any time at our option in the event of certain changes in the taxlaws of a relevant Tax Jurisdiction (as defined herein) that would require us to pay additional amounts as described under “Description of the Notes — Redemption forTax Reasons.” The floating rate notes will not be redeemable prior to maturity except as described under “Description of the Notes — Redemption for Tax Reasons.” Thenotes are senior unsecured obligations and will rank equally with all of our other senior unsecured indebtedness from time to time outstanding. There is no sinking fundfor the notes. Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these securities or determined if thisprospectus supplement or the prospectus to which it relates is truthful or complete. Any representation to the contrary is a criminal offense. We intend to apply to list each series of the notes on the Nasdaq Bond Exchange (“Nasdaq”). The listing applications will be subject to approval by Nasdaq. We currentlyexpect trading in each series of the notes on Nasdaq to begin within 30days after the original issue date. If such a listing is obtained, we have no obligation to maintainsuch listing and we may delist any series of the notes at any time. Currently, there is no public market for any series of the notes.The underwriters expect to deliver the notes on or about, 2026 only in book-entry form through a common depositary of Clearstream Banking, S.A. (“Clearstream”) or Euroclear Bank S.A./N.V. (“Euroclear” and, together with Clearstream, the “clearing systems”). Under Rule15c6-1 under the Securities Exchange Actof 1934, as amended (the “Exchange Act”), trades in the secondary market are generally required to settle in one business day, unless the parties to any such trade expresslyagree otherwise. Accordingly, purchasers who wish to trade notes on any day prior to the business date before delivery will be required, by virtue of the fact that the notesinitially settle in T+, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement and should consult their ownadvisors. See “Underwriting.” Société GénéraleCorporate & InvestmentBankingInformation contained in this prospectus supplement is subject to completion or amendment. The prospectus supplement and the accompanying prospectus shall not constitute an offer tosell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or Barclays , 2026 TABLE OF CONTENTS Prospectus Prospectus Supplement PageS-ivS-ivS-vS-1S-8S-14S-15S-30S-36S-41S-41S-42PageAbout this Prospectus1Where You Can Find More Information1Incorporation by Reference2Special Note Regarding Forward-LookingStatements3About the Registrant3Risk Factors3Use of Proceeds4Description of Debt Securities4Description of Common Stock15Description of Other Securities16Plan of Distribution17Validity of the Securities18Experts18 About this Prospectus SupplementWhere You Can Find More InformationForward-Looking StatementsSummaryRisk Factors Description of the NotesMaterial United States Fe