[Form 4] Ambarella, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Ambarella, Inc. (AMBA) – Form 4 insider transaction

CEO and Director Feng-Ming Wang reported a sale of 4,677 ordinary shares on 06/17/2025, coded “S” for disposal. The shares were sold at $52.26 each, implying proceeds of roughly $0.24 million. The filing notes that the shares were "sold to pay tax obligations resulting from the vesting of restricted stock units", indicating a routine tax-withholding sale rather than a discretionary liquidation.

Following the transaction, Wang’s direct ownership stands at 793,634 shares, meaning the sale reduced his stake by less than 1%. No derivative transactions or additional equity awards were reported in Table II. The filing was signed by an attorney-in-fact on 06/20/2025 and reflects a single-person filing.

From an investment-impact standpoint, the transaction is small relative to Wang’s remaining holdings and does not, by itself, signal a strategic shift or fundamental change at Ambarella. Nevertheless, investors often monitor Form 4 filings for sentiment cues; repeated or larger-scale sales could draw more attention, but this isolated, tax-related sale is likely immaterial to the company’s valuation.

Positive

• CEO retains a substantial holding of 793,634 shares after the transaction, maintaining strong equity alignment with shareholders.

Negative

• Insider sale of 4,677 shares at $52.26 may be perceived negatively by some investors, even though it is described as tax-related.

Insights

Securities Analyst

TL;DR: Minor CEO sale (4,677 shares) for taxes; ownership remains high, negligible fundamental impact.

The 4,677-share disposal equates to roughly 0.6% of Feng-Ming Wang’s reported stake and is explicitly earmarked for tax withholding tied to RSU vesting. The low dollar value (~$244k) is immaterial for Ambarella’s multi-billion-dollar market cap and doesn’t alter governance dynamics. Insider-selling screens may flag the event, but the routine nature and tiny scale lessen predictive value for future price moves.

Corporate Governance Expert

TL;DR: Routine Section 16 filing; compliance intact, no red flags.

The timely Form 4 demonstrates proper Section 16 compliance. The CEO continues to hold nearly 800k shares, aligning interests with shareholders. The Rule 10b5-1 safeguard box is unchecked, so the sale is not tied to a pre-set trading plan, but the stated tax purpose mitigates governance concern. Overall, the disclosure is transparent and non-problematic.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wang Feng-Ming

(Last) (First) (Middle)

3101 JAY STREET

(Street)

SANTA CLARA CA 95054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMBARELLA INC [ AMBA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	06/17/2025		S		4,677(1)	D	$52.26	793,634	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares sold to pay tax obligations resulting from the vesting of restricted stock units.

	By: /s/ Michael Morehead, Attorney-in-Fact For: Feng-Ming Wang	06/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Ambarella (AMBA) shares did CEO Feng-Ming Wang sell?

He sold 4,677 ordinary shares on 06/17/2025.

At what price were the AMBA shares sold?

The reported sale price was $52.26 per share.

What is the CEO's remaining AMBA share ownership after the sale?

Feng-Ming Wang now directly owns 793,634 shares.

Why were the shares sold according to the Form 4?

The filing states the shares were sold to cover tax obligations from RSU vesting.

Did the Form 4 indicate use of a Rule 10b5-1 trading plan?

No, the checkbox for transactions under a Rule 10b5-1 plan was not marked.

Is this filing considered material to Ambarella investors?

Given the small volume relative to the CEO's stake, it is not considered materially impactful.