Peter Krawiec
About Peter Krawiec
Peter Krawiec (age 53) has served on Rivian’s Board since February 2019. He is Senior Vice President of Worldwide Corporate and Business Development at Amazon.com, Inc. (since March 2021), following prior roles as Amazon’s VP of Worldwide Corporate Development (April 2007–March 2021) and Director of Worldwide Corporate Development (October 2004–April 2007). He holds a B.A. in Economics from Trinity College and an MBA from Northwestern University’s Kellogg School of Management . The Board classifies Krawiec as independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Amazon.com, Inc. | SVP, Worldwide Corporate & Business Development | Mar 2021–present | Leads strategic acquisitions, investments, partnerships |
| Amazon.com, Inc. | VP, Worldwide Corporate Development | Apr 2007–Mar 2021 | Corporate M&A and strategic investing |
| Amazon.com, Inc. | Director, Worldwide Corporate Development | Oct 2004–Apr 2007 | Corporate development leadership |
| Venture capital & investment banking | Various roles | ~7 years (earlier career) | Deal sourcing, execution experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Amazon.com, Inc. | SVP, Worldwide Corporate & Business Development | Mar 2021–present | Public company executive role; no other public company directorships disclosed |
Board Governance
- Classification: Independent director; Class I director up for election to serve until 2028 .
- Committee assignments: None (not a member of Audit, Compensation, Nominating & Governance, or Planet & Policy) .
- Lead Independent Director: Karen Boone; independent directors meet in regular executive sessions .
- Board/committee activity: 19 Board meetings in FY2024; each incumbent director attended at least 75% of aggregate Board and committee meetings during their service . Audit (6), Compensation (8), Nominating & Governance (4), Planet & Policy (3) meetings in 2024 .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 50,000 | Annual cash retainer; no committee fees as he holds no committee roles |
| Stock Awards (Grant Date Fair Value) | 272,771 | Includes annual grant of 24,224 RSUs ($266,948 FV) and $5,822 excess FV for RSUs elected in lieu of cash fees |
| Total (Cash + Equity) | 322,771 | 2024 director compensation |
Program mechanics (applicable to all non-employee directors):
- Annual cash retainer: $50,000; committee chair/member retainers vary (Audit Chair $25k; member $12.5k; Compensation Chair $20k; member $10k; N&G Chair $15k; member $7.5k; Planet & Policy Chair $25k; member $7.5k). Lead Independent Director retainer: $75,000 .
- Annual equity grant: RSUs valued at $250,000, vesting on the one-year anniversary; initial/annual RSU grant formulas disclosed. Directors may elect RSUs in lieu of cash fees and may defer settlement of RSUs; all director equity vests on Change in Control .
Performance Compensation
No performance-based director compensation disclosed; equity grants are time-based RSUs (not tied to financial/TSR metrics) .
Other Directorships & Interlocks
| Counterparty | Relationship | Quantitative Exposure | Governance/Conflict Considerations |
|---|---|---|---|
| Amazon.com NV Investment Holdings LLC (Amazon affiliate) | 5%+ stockholder; warrant holder | 162,086,884 Class A shares (14.2%); 3,723,050 shares via warrant exercisable to 2029 | Krawiec (Amazon SVP) could be deemed to share voting/investment power over Amazon-affiliate holdings but disclaims beneficial ownership |
| Amazon Logistics (EDV Agreement) | Major commercial customer (EDVs) | $1,040 million revenues in 2024 from Amazon, primarily EDV sales | EDV exclusivity amended in Nov 2023; Amazon restrictions/fees apply for last-mile vans (5 years) and commercial van sales (10 years) |
| Amazon Web Services (AWS) | Cloud services vendor | $94 million expenses recognized in 2024 for AWS services | Minimum spend and “preferred cloud provider” reference; consumption-based pricing |
Related party transaction oversight: Audit Committee must review/approve related person transactions per policy; CFO presents items; conflicted directors cannot vote .
Expertise & Qualifications
- Strategic M&A, corporate development, partnerships (technology sector) .
- Finance background: venture capital and investment banking experience .
- Education: BA Economics (Trinity College), MBA (Kellogg School of Management) .
Equity Ownership
| Category | Shares | Notes |
|---|---|---|
| Direct Class A ownership | 40,431 | Held by Krawiec |
| Trust holdings | 34,531 | Erin G. Krawiec 2019 Trust |
| Options exercisable (60 days) | 60,000 | Presently exercisable options |
| RSUs vesting within 60 days | 24,224 | RSUs vesting within 60 days of Apr 23, 2025 |
| Total beneficial Class A | 159,186 | Sum of the above |
| Ownership % of Class A outstanding | <1% | Asterisk denotes less than one percent |
Alignment policies:
- Anti-hedging and anti-pledging: Directors/officers/employees prohibited from hedging or pledging company stock unless approved by the Board; no such approvals as of Apr 29, 2025 .
- Director equity vests on Change in Control to support alignment and retention .
Governance Assessment
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Strengths:
- Independent status; no committee assignments that might concentrate influence; regular executive sessions led by the Lead Independent Director .
- Robust related-party transaction policy and Audit Committee review; conflicted directors excluded from approvals .
- Standard, transparent director pay program (cash retainer + annual RSUs; option to convert cash to RSUs; deferral election) .
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Elevated conflict risk (monitor):
- Significant Amazon interlock: Krawiec is a senior Amazon executive; Amazon affiliates are major stockholders, customers (EDVs) and vendors (AWS) with material financial flows ($1,040M revenues; $94M AWS expenses in 2024) . Krawiec disclaims beneficial ownership of Amazon-affiliate shares, but perceived influence warrants continued recusal and strict adherence to related-party policies .
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Attendance and engagement:
- Group-level statement of ≥75% attendance across incumbents; specific director-level attendance not disclosed. Board met 19 times; committees active (Audit 6; Compensation 8; N&G 4; P&P 3) .
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Compensation structure quality:
- No performance-linked director equity; time-based RSUs standard for market. Equity-heavy mix supports alignment; ability to take RSUs in lieu of cash increases ownership, but lack of performance conditions is typical for directors .
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Additional governance context:
- Clawback policy for executive officers; hedging/pledging prohibitions; no excise tax gross-ups; no non-stockholder-approved repricings; ongoing annual say-on-pay with strong 2024 support (93.8% of voting power of shares represented), indicating shareholder confidence in compensation governance (for NEOs) .
RED FLAGS to track: the scale of related-party transactions with Amazon (customer/vendor/shareholder) and any future decisions on commercial vans or cloud commitments; ensure sustained Audit Committee oversight and director recusals from conflicted matters .