AMBA director reduces stake; 2,664 shares sold at $85.38 avg

Rhea-AI Filing Summary

Elizabeth M. Schwarting, a director of Ambarella Inc. (AMBA), reported a sale of 2,664 ordinary shares on 10/06/2025 at a weighted average price of $85.3772 per share (range $85.25 to $85.38). After the transaction she beneficially owned 7,314 shares, held directly. The Form 4 was filed indicating the sale was executed on 10/06/2025 and the filing was signed by an attorney‑in‑fact on 10/08/2025. The filing does not state a 10b5‑1 plan or provide reasons for the sale.

Positive

• Ownership retained: after the sale, the director still holds 7,314 shares
• Transparent disclosure: transaction and weighted average price range were reported as required

Negative

• Unexplained sale: Form 4 does not state a 10b5‑1 plan or reason for the sale
• Insider liquidity: disposal reduces insider stake which some investors may view cautiously

Insights

Corporate Governance Analyst

Director sold a modest number of shares; ownership remains material.

The director disposed of 2,664 shares on 10/06/2025, leaving 7,314 shares held directly. This is a routine disclosure under Section 16 showing an insider liquidity event rather than a change in board composition or control.

Principal dependencies are the director's overall holding size and any undisclosed trading plan; monitor subsequent Form 4s within 30 days for patterns that could indicate ongoing liquidation.

Insider Trading/Market Impact Analyst

Sale size and price suggest limited market impact.

The reported weighted average sale price was $85.3772 (range $85.25–$85.38), indicating execution across a narrow band. A sale of 2,664 shares is unlikely to materially affect liquidity in Ambarella's public market absent concentrated timing.

Watch for additional filings or disclosures that state a 10b5‑1 plan or larger aggregated disposals over the next quarter to assess investor signaling.

Insider Trade Summary

Net Seller: 2,664 shares ($227,445)

Net Sell 1 txn

Insider Schwarting Elizabeth M

Role Director

Sold 2,664 shs ($227K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	2,664	$85.3772	$227K

Holdings After Transaction: Ordinary Shares — 7,314 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Schwarting Elizabeth M

(Last) (First) (Middle)

3001 TASMAN DRIVE

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

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	10/06/2025		S		2,664	D	$85.3772(1)	7,314	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. The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $85.25 to $85.38 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.

	By: /s/ Michael Morehead, Attorney-in-Fact For: Elizabeth M. Schwarting	10/08/2025
	** 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

What did Ambarella director Elizabeth Schwarting report on Form 4 (AMBA)?

She reported a sale of 2,664 ordinary shares on 10/06/2025 at a weighted average price of $85.3772 per share.

How many Ambarella (AMBA) shares does Elizabeth Schwarting own after the reported sale?

The Form 4 shows she beneficially owned 7,314 shares following the transaction.

What price range was reported for the AMBA insider sale?

The filing reports a sale price range of $85.25 to $85.38, with a weighted average of $85.3772.

Was the sale executed under a 10b5‑1 trading plan?

The Form 4 does not indicate the sale was made pursuant to a 10b5‑1 plan; no such plan is disclosed in the filing.

When was the Form 4 for this AMBA transaction filed?

The Form 4 shows the transaction date as 10/06/2025 and the signature/date on the filing is 10/08/2025.