Jeff Bezos

About Jeff Bezos

Jeffrey P. Bezos is Amazon’s Founder and Executive Chair; he has served as Chair of the Board since founding Amazon in 1994, was CEO from May 1996 to July 2021, and President from founding until June 1999 and again from October 2000 to July 2021. He is 61 years old and is not a member of any Board committees; he serves on no other public company boards . Bezos beneficially owns 1,021,742,026 Amazon shares, representing 9.6% of shares outstanding as of February 24, 2025 (10,608,335,720 shares outstanding) . Amazon’s Pay-Versus-Performance discussion notes TSR was up approximately 45% in 2024 and down approximately 50% in 2022, underscoring the long-term, share-price-linked nature of executive compensation; Amazon avoids discrete short-term financial targets for executive pay .

Past Roles

Organization	Role	Years	Strategic Impact
Amazon.com, Inc.	Chair of the Board	1994–present	Founder-led long-term governance and oversight of strategy
Amazon.com, Inc.	Chief Executive Officer	May 1996–July 2021	Led scale-up, platform expansion, and invention across AWS, devices, retail, and media
Amazon.com, Inc.	President	Founding–June 1999; Oct 2000–July 2021	Senior operating leadership during formative growth years

External Roles

Organization	Role	Years	Strategic Impact
Bezos Earth Fund	Executive Chair	—	$10B commitment to climate and nature grants this decade
Bezos Day One Fund	Founder	—	$2B commitment (homelessness support; preschool network in low-income communities)
Blue Origin	Founder	—	Spaceflight manufacturer enabling long-term space economy
The Washington Post	Owner	—	Media leadership; >70 Pulitzer Prizes

Fixed Compensation

Metric	2022	2023	2024
Base Salary ($)	81,840	81,840	81,840
Stock Awards ($)	—	—	—
All Other Compensation ($)	1,600,000 (security arrangements)	1,600,000 (security arrangements)	1,600,000 (security arrangements)
Total ($)	1,681,840	1,681,840	1,681,840

Bezos has never received stock-based compensation from Amazon; his compensation consists of salary and company-provided security arrangements .

Performance Compensation

Bezos does not receive RSUs, options, or cash bonuses; he has never received stock-based compensation, citing alignment via his substantial ownership stake .
Amazon’s executive compensation program avoids tying pay to discrete 1–3 year metrics and instead relies on long-term, time-vested RSUs for other executives; compensation outcomes are driven by TSR over multi-year horizons .

Equity Ownership & Alignment

Item	Amount	Detail
Shares Beneficially Owned	1,021,742,026	As of Feb 24, 2025; 9.6% of class
Shares Outstanding	10,608,335,720	As of Feb 24, 2025
Voting/Investment Power Footnote	112,032,131	Shares with sole voting power and no investment power included in beneficial ownership
Vested vs. Unvested	No outstanding equity awards	Bezos had no unvested or outstanding RSUs/options at FY-end 2024
Hedging/Pledging	Hedging prohibited; pledging not disclosed	Insider Trading Guidelines prohibit hedging/derivatives; pledging is not specifically disclosed
Director Ownership Guidelines	Robust guidelines for directors	Guidelines referenced in corporate governance documents

Employment Terms

Employment contracts, severance, and change-in-control: Amazon discloses no contracts providing additional benefits to NEOs upon termination, job change, or change-in-control; unvested RSUs expire upon termination (death exception for non-CEO employees within two years) . Under Amazon’s 1997 Plan, if awards are not assumed/substituted in a qualifying Corporate Transaction, vesting accelerates to 100% immediately prior to the transaction; Bezos has no outstanding awards to accelerate .
Clawback: Equity and cash bonuses may be recovered for fraud/intentional misconduct causing a restatement, and any incentive-based compensation per SEC/Nasdaq rules in the event of a required accounting restatement .
Anti-hedging: Hedging/speculative transactions in Amazon securities are prohibited for directors, executive officers, and senior employees; others face strict conditions and minimum duration .

Board Governance

Role: Bezos is Executive Chair; the Board selected this structure given his founder status and significant ownership stake .
Independence: Ten of twelve director nominees are independent; Bezos, as Executive Chair, is not independent .
Lead Independent Director: Jamie S. Gorelick serves as Lead Independent Director, presiding over independent sessions, setting agendas with management, and engaging major shareholders—mitigating dual-role independence concerns .
Committee roles: Bezos serves on no committees; key chairs include Indra K. Nooyi (Audit), Edith W. Cooper (Leadership Development and Compensation), Jonathan J. Rubinstein (Nominating and Corporate Governance), and Gen. Keith B. Alexander (Security) .
Director compensation: Bezos receives no director pay beyond executive compensation; Amazon directors receive only RSUs (no cash retainers), vesting over three years, with grants sized to ~50th percentile of peers and not granted annually .

Related Party Transactions

Transaction	Amount/Status	Notes
Consumer goods sold to Blue Origin (ordinary course, 2024)	$12.3 million	Under line of credit; arms-length terms
Advertising purchased from The Washington Post entities (2024)	$770,000	Arms-length terms
Digital content payments to The Washington Post entities (2024)	$2.5 million	Arms-length terms
Kuiper satellite launch agreements (2022 announcement)	~$7.4 billion expected through 2028	~$2.7 billion expected to Blue Origin; since last fiscal year, ~$1.7 billion paid, including ~$578 million to Blue Origin

Audit Committee reviews and, as appropriate, ratifies related person transactions >$120,000; no written policy, relying on committee business judgment under Delaware law .

Performance Context (Company-level metrics)

Metric	FY 2020	FY 2021	FY 2022	FY 2023	FY 2024
Revenue ($USD)	386,064,000,000	469,822,000,000	513,983,000,000	574,785,000,000	637,959,000,000
EBITDA ($USD)	48,079,000,000*	59,312,000,000*	55,269,000,000*	85,515,000,000*	120,468,000,000*

Values retrieved from S&P Global.*

Additional TSR context: TSR was up ~45% in 2024 and down ~50% in 2022, directly affecting compensation actually paid for executives via RSU fair values over long-duration vesting schedules .

Investment Implications

Alignment: Bezos’s 9.6% beneficial ownership provides strong long-term alignment; absence of RSUs/options removes mechanical vest-driven selling pressure and ties incentives to total shareholder returns over long horizons .
Governance mitigants: A majority-independent Board, a robust Lead Independent Director role, and committee oversight (Audit, LD&C, Nominating & Governance, Security) help mitigate dual-role independence concerns associated with an Executive Chair/founder .
Compensation risk: Bezos’s minimal fixed pay and no equity awards mean changes in his reported compensation are primarily security expenses; no performance-pay leakage, no accelerated vesting risk for him, and anti-hedging policy reduces misalignment risk .
Related-party oversight: Material arms-length Kuiper launch commitments involving Blue Origin are reviewed under Audit Committee processes; investors should monitor execution economics, schedule risk, and incremental payments to affiliates for potential governance optics, although the company emphasizes arms-length terms .
Shareholder views: 78% say-on-pay support in 2024 indicates moderate shareholder approval; continued investor engagement cited by LD&C and the Lead Director suggests responsiveness on compensation design and ESG topics .