Ambiq Micro (NASDAQ: AMBQ) director discloses 70,592-share convertible preferred stake

Rhea-AI Filing Summary

Ambiq Micro, Inc. director Timothy Chen filed an amended initial ownership report detailing an indirect position in Series F-1 Convertible Preferred Stock held through Triumph Way Investment Inc. This preferred stock is convertible into 70,592 shares of common stock at any time at his election.

According to the disclosure, Chen beneficially owns 1,707,853 shares of Series F-1 Convertible Preferred Stock, which will automatically convert into 70,592 common shares immediately before the closing of Ambiq Micro’s initial public offering. The filing reflects holdings and does not report new purchases or sales.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Chen Timothy

Role null

Type	Security	Shares	Price	Value
holding	Series F-1 Convertible Preferred Stock	--	--	--

Holdings After Transaction: Series F-1 Convertible Preferred Stock — 70,592 shares (Indirect, By: Triumph Way Investment Inc.)

Footnotes (1)

1. The Series F-1 Convertible Preferred Stock is convertible into Common Stock at any time at the Reporting Person's election and will convert automatically immediately prior to the closing of the Issuer's initial public offering and has no expiration date. The Reporting Person beneficially owns 1,707,853 shares of Series F-1 Convertible Preferred Stock that will automatically convert into 70,592 shares of Common Stock immediately prior to the closing of the Issuer's initial public offering. The Reporting Person exercises sole voting and dispositive control over the shares held by Triumph Way Investment Inc.

Key Figures

Underlying common shares: 70,592 shares Series F-1 Preferred owned: 1,707,853 shares Exercise price: $0.0000 per share +1 more

4 metrics

Underlying common shares 70,592 shares Common stock issuable upon conversion of Series F-1 Convertible Preferred Stock

Series F-1 Preferred owned 1,707,853 shares Shares of Series F-1 Convertible Preferred Stock beneficially owned

Exercise price $0.0000 per share Conversion price for Series F-1 Convertible Preferred Stock

Post-entry underlying shares 70,592.0000 shares Total shares of common stock underlying preferred following holding entry

Key Terms

Series F-1 Convertible Preferred Stock, beneficially owns, initial public offering, dispositive control

4 terms

Series F-1 Convertible Preferred Stock financial

"The Series F-1 Convertible Preferred Stock is convertible into Common Stock at any time"

beneficially owns financial

"The Reporting Person beneficially owns 1,707,853 shares of Series F-1 Convertible Preferred Stock"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

initial public offering financial

"will automatically convert into 70,592 shares of Common Stock immediately prior to the closing of the Issuer's initial public offering"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

dispositive control financial

"The Reporting Person exercises sole voting and dispositive control over the shares"

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Chen Timothy

(Last) (First) (Middle)

C/O AMBIQ MICRO, INC.

6500 RIVER PLACE BLVD., BUILDING 7 SUITE

(Street)

AUSTIN TEXAS 78730

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
07/29/2025

3. Issuer Name and Ticker or Trading Symbol
Ambiq Micro, Inc. [ AMBQ ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)
07/29/2025

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series F-1 Convertible Preferred Stock	(1)	(1)	Common Stock	70,592	(1)	I	By: Triumph Way Investment Inc.(2)

Explanation of Responses:

1. The Series F-1 Convertible Preferred Stock is convertible into Common Stock at any time at the Reporting Person's election and will convert automatically immediately prior to the closing of the Issuer's initial public offering and has no expiration date. The Reporting Person beneficially owns 1,707,853 shares of Series F-1 Convertible Preferred Stock that will automatically convert into 70,592 shares of Common Stock immediately prior to the closing of the Issuer's initial public offering.

2. The Reporting Person exercises sole voting and dispositive control over the shares held by Triumph Way Investment Inc.

Remarks:

This Form 3 is being amended solely to report the indirectly held stock reported herein that was previously inadvertently omitted from the Form 3.

	/s/ Jeffrey Winzeler, Attorney-in-Fact	05/29/2026
	** 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 5 (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.
* Form 3: SEC 1473 (03-26)

FAQ

What does Timothy Chen’s Form 3/A filing for AMBQ report?

The filing reports Timothy Chen’s indirect holdings of Series F-1 Convertible Preferred Stock in Ambiq Micro. These preferred shares are convertible into 70,592 common shares and will automatically convert immediately before the closing of the company’s initial public offering.

How many Ambiq Micro common shares could Timothy Chen receive from his preferred stock?

Timothy Chen’s Series F-1 Convertible Preferred Stock is convertible into 70,592 shares of Ambiq Micro common stock. The filing notes this conversion can occur at his election and will also occur automatically immediately prior to the company’s initial public offering.

How many Series F-1 Convertible Preferred shares does Timothy Chen beneficially own in AMBQ?

He beneficially owns 1,707,853 shares of Ambiq Micro’s Series F-1 Convertible Preferred Stock. These preferred shares are structured to automatically convert into 70,592 common shares immediately before the closing of the company’s initial public offering, according to the disclosure.

Is Timothy Chen’s Ambiq Micro ownership direct or indirect in this Form 3/A?

The ownership reported is indirect, held through Triumph Way Investment Inc. The filing states Timothy Chen exercises sole voting and dispositive control over the shares held by that entity, so he is treated as the beneficial owner of the underlying preferred and common shares.

Does the AMBQ Form 3/A show any insider buying or selling by Timothy Chen?

The Form 3/A does not show insider buying or selling; it reflects holdings. The transaction section lists a holding entry with 70,592 underlying common shares following the transaction, indicating a statement of existing ownership rather than a new trade.