Amplitude appoints OpenAI’s Vijaye Raji to board

Raji may elect to receive annual cash compensation in RSUs and defer RSUs until an elected date, termination of service or a change in control.

Rhea-AI Filing Summary

Amplitude, Inc. (AMPL) appointed Vijaye Raji, Statsig’s founder and former CEO and OpenAI’s CTO of Applications, as a Class III director on October 15, 2026. The new seat increases the Board from eight to nine directors. Raji’s initial term expires at the 2027 annual meeting and continues until his successor is elected and qualified, unless he earlier resigns, is disqualified, retires or is removed. He also joined the Cybersecurity Committee.

Under the Non-Employee Director Compensation Program, Raji will receive annual cash compensation of $30,000 for Board service and $4,000 for committee service, paid quarterly in arrears and prorated based on days served. His initial RSU award equals $525,000 divided by the average per-share closing trading price over the most recent 30 trading days as of the grant date. Annual RSU awards use the same calculation with $175,000, beginning at the first annual meeting for which the initial award will be fully vested within 12 months thereafter. He may elect cash compensation in RSUs and defer RSUs; all his equity awards accelerate in full in a change in control. Amplitude says Statsig continues as a platform and brand within the company.

Filing Explained

The filing further specifies that the initial restricted stock units vest one-third on each grant anniversary; each annual award vests on the earlier of its first anniversary or immediately before the next annual meeting, provided Raji remains on the board through vesting.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Board-service cash compensation: $30,000 per year Cybersecurity Committee cash compensation: $4,000 per year Initial RSU award calculation: $525,000 divided by the average per-share closing trading price +4 more

7 metrics

Board-service cash compensation $30,000 per year Annual compensation under the Non-Employee Director Compensation Program

Cybersecurity Committee cash compensation $4,000 per year Annual compensation, paid quarterly in arrears and prorated based on days served

Initial RSU award calculation $525,000 divided by the average per-share closing trading price Average over the most recent 30 trading days as of the grant date

Annual RSU award calculation $175,000 divided by the average per-share closing trading price Annual awards begin at the first annual meeting specified in the compensation terms

Board size 9 directors, up from 8 Following creation of a new directorship

Initial RSU vesting One-third of the shares on each anniversary Grant-date anniversary schedule

Price averaging period 30 trading days Most recent period as of the grant date

Key Terms

restricted stock units, prorated, vesting date, change in control

4 terms

restricted stock units financial

"initial award of restricted stock units (“RSUs”)"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

prorated financial

"prorated based on the portion of days actually served"

Prorated means dividing or allocating a quantity, cost, or benefit proportionally based on the amount of time or usage involved. For example, if a service fee is paid monthly but someone uses only part of the month, the fee is adjusted to reflect the actual time used. This ensures fairness by matching costs or benefits to the actual period or amount involved, which can impact how investors evaluate expenses, returns, or value.

vesting date financial

"continued service on the Board through the vesting date"

change in control financial

"In the event of a change in control, all equity awards"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What compensation will Vijaye Raji receive as an AMPL director?

Raji will receive annual cash compensation of $30,000 for Board service and $4,000 for Cybersecurity Committee service. His initial RSU award equals $525,000 divided by the average per-share closing trading price over the most recent 30 trading days as of the grant date; annual awards use $175,000 and the same pricing calculation.

How do Vijaye Raji’s Amplitude RSUs vest?

The initial award vests as to one-third of the shares on each grant-date anniversary. Annual awards vest in full on the earlier of the first anniversary of the grant date and immediately before the next annual meeting, subject to Raji’s continued Board service through the vesting date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/15/2026 - 04:32 PM EDT Accepted by SEC EDGAR 10/15/2026 - 04:31 PM EDT Learn about SEC filing dates

false 0001866692 0001866692 2026-10-15 2026-10-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 15, 2026

Amplitude, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-40817		45-3937349
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

201 Third Street, Suite 200

San Francisco, California 94103

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (415) 231-2353

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Class A Common Stock, $0.00001 par value per share		AMPL		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 15, 2026, the Board of Directors (the “Board”) of Amplitude, Inc. (the “Company”) appointed Vijaye Raji to serve as a Class III director, to serve for an initial term expiring at the Company’s 2027 annual meeting of stockholders and until his successor has been elected and qualified or until his earlier resignation, disqualification, retirement or removal. Mr. Raji was appointed to a newly created directorship on the Board resulting from an increase in the size of the Board from eight to nine directors. In connection with his appointment as a Class III director, Mr. Raji was also appointed to serve as a member of the Cybersecurity Committee (the “Cybersecurity Committee”) of the Board.

As a non-employee director, Mr. Raji will be compensated for his service in accordance with the Company’s Non-Employee Director Compensation Program (the “Non-Employee Director Compensation Program”). Pursuant to the Non-Employee Director Compensation Program, Mr. Raji will receive annual cash compensation of $30,000 for his service as a member of the Board and $4,000 for his service as a member of the Cybersecurity Committee (each paid quarterly in arrears and prorated based on the portion of days actually served in the applicable quarter). Mr. Raji will also receive (i) an initial award of restricted stock units (“RSUs”) equaling $525,000 divided by the average per share closing trading price of the Company’s Class A common stock over the most recent 30 trading days as of the grant date, which will vest as to one-third of the shares on each anniversary of the grant date (the “Initial Award”) and (ii) an annual award of RSUs granted on the date of each annual meeting of the Company’s stockholders, starting with the first annual meeting for which the Initial Award will be fully vested within 12 months thereafter, equaling $175,000 by the average per share closing trading price of the Company’s Class A common stock over the most recent 30 trading days as of the grant date (the “Annual Award”). The Annual Award will vest in full on the earlier of the first anniversary of the grant date and immediately prior to the next annual meeting of the Company’s stockholders after the grant date, subject to his continued service on the Board through the vesting date. In addition, Mr. Raji may elect to receive his annual cash compensation in the form of RSUs and may elect to defer all or a portion of the RSUs he receives under the Non-Employee Director Compensation Program until the earliest of a fixed date properly elected by Mr. Raji, Mr. Raji’s termination of service, or a change in control (as defined in the Company’s 2021 Incentive Award Plan). In the event of a change in control, all equity awards held by Mr. Raji will accelerate in full.

Mr. Raji is expected to enter into the Company’s standard form of indemnification agreement in the form filed as Exhibit 10.5 to the Company’s Registration Statement on Form S-1 (File No. 333-259168), filed with the Securities and Exchange Commission on August 30, 2021.

Item 7.01 Regulation FD Disclosure.

A copy of the press release announcing the appointment of Mr. Raji to the Board is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release, dated October 15, 2026, issued by Amplitude, Inc.
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				AMPLITUDE, INC.
Date: October 15, 2026				By:		/s/ Andrew Casey
				Name:		Andrew Casey
				Title:		Chief Financial Officer

Exhibit 99.1

Amplitude Appoints Statsig Founder Vijaye Raji to Board of Directors

Statsig founder and OpenAI CTO of Applications joins as Amplitude carries forward Statsig’s platform, brand, and mission

SAN FRANCISCO — October 15th, 2026 — Amplitude, Inc. (Nasdaq: AMPL), the leading AI analytics platform, announced today the appointment of Vijaye Raji, CTO of Applications at OpenAI, to its Board of Directors. Raji joins as Amplitude brings together Amplitude and Statsig to help teams understand customer behavior, experiment with confidence, and build better products. Statsig continues as a platform and brand within Amplitude, carrying forward its mission to democratize data for teams and organizations of all sizes.

“Vijaye built the world’s best experimentation platform, and I’m thrilled to have him on our board,” said Spenser Skates, CEO and co-founder of Amplitude. “As more teams turn to experimentation to figure out what works, we’re building the future of Amplitude and Statsig together to help them ship better products”.

Raji, Statsig’s founder and former CEO, started the company in 2021 to help companies build better software through experimentation and data-informed decisions. Inspired by Facebook’s internal tools, including its Deltoid experimentation platform, he set out to make sophisticated measurement tools accessible to developers, data scientists, and product managers everywhere. Statsig built an advanced statistical engine with capabilities including variance reduction and sequential testing, helping teams make rigorous decisions as they experiment. Its platform has been adopted by companies including Figma, Notion and Brex.

Raji now serves as CTO of Applications at OpenAI, leading Ads, Growth, and foundational data and engineering components. He began his career at Microsoft, working on developer tools and software platforms.

“I started Statsig to help teams use data and experimentation to build better products,” said Raji. “I’m excited to help carry that mission forward with Spenser and the board as Amplitude and Statsig enter this next chapter together. Building software faster only matters if you’re building the right things and creating more value for your customers. Together, Amplitude and Statsig can help more teams understand what customers need, test their ideas, and measure whether what they build makes a difference.”

About Amplitude

Amplitude is the leading AI analytics platform, helping over 5,200 customers—including Atlassian, Replit, The Economist and Square—build better products and digital experiences. With powerful AI Agents embedded across our platform, teams can analyze, test, and optimize user experiences faster than ever. Ranked #1 across multiple categories in G2’s Fall 2026 Report, Amplitude is the best-in-class solution for product, data, and marketing teams. Learn more at amplitude.com.

Contacts

Investor Relations

John Streppa

ir@amplitude.com

Media Contact

press@amplitude.com

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 5.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB