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Red Flags Detected

  • Related Party (new) — The filing discloses that the new director's sister-in-law is a Company employee, a related-party relationship that must be reported.
NASDAQ: AMZN AMAZON COM INC 8-K

Amazon elects cybersecurity veteran Kevin Mandia to board, discloses sister-in-law's employment

Filed September 9, 2026 · Period ending September 8, 2026 · ~1 min read

3 key changes 1 red flag 1 section

Key Changes

  • medium

    Kevin R. Mandia elected to Amazon's board and appointed to the Audit and Security Committees, adding cybersecurity expertise.

  • low

    Mandia received 4,086 restricted stock units vesting over three years, standard director compensation.

  • low

    Mandia's sister-in-law, Kristin Mandia, is an Amazon employee earning $185,000 plus equity; company says pay is consistent with peers.

Summary

Amazon has elected Kevin R. Mandia, a recognized cybersecurity leader, to its board of directors and appointed him to both the Audit and Security Committees. This move strengthens board-level oversight of cyber risk, an area of growing importance for a company of Amazon's scale. Mandia received a standard equity grant of 4,086 restricted stock units vesting over three years, aligning his interests with shareholders.

The filing also discloses a related-party relationship: Mandia's sister-in-law, Kristin Mandia, is an Amazon employee with an annual salary of $185,000 and a small equity award. Amazon states her compensation is consistent with that of other employees at her level, which mitigates concerns about preferential treatment. Investors should note this related-party disclosure, though it appears to be a routine governance matter with no immediate red flags beyond the required reporting.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~400 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

2 Added
Added Board appointment medium

Added in current filing · verify on EDGAR →

On September 8, 2026, the Board of Directors of Amazon.com, Inc. (the “Company”) elected Kevin R. Mandia as a director of the Company and also appointed him to the Audit Committee and Security Committee of the Board.

Amazon added a new independent director with deep cybersecurity expertise, appointing him to both the Audit and Security Committees. This strengthens board oversight of cyber risk, a material area for a company of Amazon's scale.

Show 1 minor / wording change
Added Related-party compensation low

Added in current filing · verify on EDGAR →

Kristin Mandia, an employee of the Company, is the sister-in-law of Mr. Mandia. Ms. Mandia’s annual salary is $185,000. In 2026, she was also granted a restricted stock unit award under the Company’s 1997 Stock Incentive Plan with respect to 103 shares of common stock of the Company, vesting over 1.9 years. Her compensation is consistent with the total compensation provided to other employees of the same level with similar responsibilities.

The filing discloses that the new director's sister-in-law is a Company employee earning $185,000 plus a small equity grant. Amazon states her pay is consistent with peers at her level, which mitigates concerns about preferential treatment.

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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 9, 2026 · How we verify