AMAZON COM INC, 424B5 제출: 증권신고서(424B)
PROSPECTUS SUPPLEMENT (To prospectus dated February 6, 2026)
Amazon.com, Inc.
Amazon.com, Inc. is offering C$1,250,000,000 of our 3.400% notes due 2029 (the “2029 notes”), C$2,500,000,000 of our 3.700% notes due 2031 (the “2031 notes”), C$2,000,000,000 of our 4.000% notes due 2033 (the “2033 notes”), C$3,500,000,000 of our 4.350% notes due 2036 (the “2036 notes”), and C$4,750,000,000 of our 5.000% notes due 2056 (the “2056 notes” and, together with the 2029 notes, the 2031 notes, the 2033 notes, and the 2036 notes, the “notes”). The 2029 notes will bear interest at a rate of 3.400% per annum. The 2031 notes will bear interest at a rate of 3.700% per annum. The 2033 notes will bear interest at a rate of 4.000% per annum. The 2036 notes will bear interest at a rate of 4.350% per annum. The 2056 notes will bear interest at a rate of 5.000% per annum. We will pay interest semi-annually in arrears on the notes on June 12 and December 12 of each year, beginning on December 12, 2026. The 2029 notes will mature on June 12, 2029. The 2031 notes will mature on June 12, 2031. The 2033 notes will mature on June 12, 2033. The 2036 notes will mature on June 12, 2036. The 2056 notes will mature on June 12, 2056.
We may redeem some or all of any series of notes at any time at the applicable redemption prices as described under “Description of the Notes — Optional Redemption.” We may redeem any series of notes in whole, but not in part, at any time at our option in the event of certain changes in the tax laws of a relevant Tax Jurisdiction (as defined herein) that would require us to pay additional amounts as described under “Description of the Notes — Redemption for Tax Reasons.” The notes 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 fund for the notes. The notes are not, and are not expected to be, listed on any securities exchange or any automated dealer quotation system.
Investing in the notes involves risks. See “ Risk Factors ” beginning on page S-7 of this prospectus supplement.
Price to Public (1) Underwriting Discounts and Commissions Proceeds to Amazon (before expenses)
Plus accrued interest, if any, from June 12, 2026, if settlement occurs after that date.
The underwriters expect to deliver the notes on or about June 12, 2026 only in registered book-entry form and deposited in global form through the facilities of CDS Clearing and Depository Services Inc. (“CDS”) for the accounts of its participants. Investors may hold their notes outside Canada through Clearstream Banking, S.A. (“Clearstream”) or Euroclear Bank S.A./N.V. (“Euroclear”), as operator of the Euroclear System. Under Rule 15c6-1 under the Securities Exchange Act of 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 expressly agree 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 notes initially settle in T+4, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement and should consult their own advisors. See “Underwriting.”
Joint Book-Running Managers
J.P. Morgan RBC Capital Markets Scotiabank TD Securities
Co-Managers Citigroup HSBC
BofA Securities Wells Fargo Securities
Deutsche Bank Securities Barclays
The summary below describes the principal terms of the notes. Certain of the terms described below are subject to important limitations and exceptions. The “Description of the Notes” section of this prospectus supplement and the “Description of Debt Securities” section of the accompanying prospectus contain a more detailed description of the terms of the notes.
Issuer Amazon.com, Inc.
Maturity Date The 2029 notes will mature on June 12, 2029.
The 2031 notes will mature on June 12, 2031.
The 2033 notes will mature on June 12, 2033.
The 2036 notes will mature on June 12, 2036.
The 2056 notes will mature on June 12, 2056.
Interest Rate The 2029 notes will bear interest at a rate of 3.400% per annum.
The 2031 notes will bear interest at a rate of 3.700% per annum.
The 2033 notes will bear interest at a rate of 4.000% per annum.
The 2036 notes will bear interest at a rate of 4.350% per annum.
The 2056 notes will bear interest at a rate of 5.000% per annum.
Interest Payment Dates
We will pay interest on the notes semi-annually in arrears on June 12 and December 12 of each year, beginning on December 12, 2026.
Currency of Payments Initial holders will be required to pay for the notes in CAD, and all payments on the notes will be payable in CAD; provided that if on or after the date of this prospectus supplement CAD are unavailable to us due to the imposition of exchange controls or other circumstances beyond our control, then all payments in respect of the notes will be made in U.S. dollars until CAD are again available to us. The amount payable on any date in CAD will be converted into U.S. dollars as described under “Description of the Notes — Issuance in CAD; Payment on the Notes.” Any payment in respect of the notes so made in U.S. dollars will not constitute an event of default under the notes or the indenture.
Ranking
The notes will be senior unsecured obligations of ours and will rank equally with all our other senior unsecured indebtedness from time to time outstanding.
Optional Redemption
We may, at our option, redeem any series of notes, in whole or in part, at any time prior to the applicable Par Call Date (defined herein) (or in the case of the 2029 notes, at any time prior to maturity) (in C$1,000 increments, provided that any remaining
principal amount thereof shall be at least the minimum authorized denomination thereof), at a redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed; and (ii) the Canada Yield Price (as defined herein), plus, in either case, accrued and unpaid interest thereon to, but not including, the redemption date.
Notwithstanding the immediately preceding paragraph, we may, at our option, redeem any series of notes (other than the 2029 notes), in whole or in part, at any time, on or after the applicable Par Call Date (in C$1,000 increments, provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof) at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to, but not including, the redemption date.