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AMPL CEO logs 400,000 Class A sale after Class B conversion

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Amplitude, Inc. (AMPL): Form 4 insider transaction

Chief Executive Officer and Director Spenser Skates, a 10% owner, reported transactions on 11/11/2025. A 400,000-share conversion of Class B Common Stock into Class A Common Stock occurred on a one-to-one basis at $0.00. On the same day, 400,000 shares of Class A Common Stock were sold at a weighted average price of $10.9883, executed in multiple trades between $10.5500 and $11.2700. The transactions were reported as indirect, “By Spouse.”

The sales were effected under a Rule 10b5‑1 trading plan adopted on August 8, 2025. The filing notes Class B shares are convertible into Class A on a one-to-one basis under the terms described.

Positive

  • None.

Negative

  • None.
Insider Skates Spenser
Role Chief Executive Officer
Sold 400,000 shs ($4.40M)
Type Security Shares Price Value
Conversion Class B Common Stock 400,000 $0.00 --
Conversion Class A Common Stock 400,000 $0.00 --
Sale Class A Common Stock 400,000 $10.9883 $4.40M
holding Class B Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 610,000 shares (Indirect, By Spouse); Class A Common Stock — 400,000 shares (Indirect, By Spouse); Class B Common Stock — 5,342,146 shares (Direct)
Footnotes (1)
  1. The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will convert automatically into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (b) the death or incapacity of Mr. Skates, (c) the date that is six months following the date on which Mr. Skates is no longer an employee or director of the Issuer (unless Mr. Skates has rejoined the Issuer during such six-month period) or (d) the date that is six months following the date on which none of the Issuer's founders is an employee or director of the Issuer (unless a founder has rejoined the Issuer during such six-month period). The sales reported were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person's spouse on August 8, 2025. This transaction was executed in multiple trades at prices ranging from $10.5500 to $11.2700. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
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).
X
 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*
Skates Spenser
(Last) (First) (Middle)
C/O AMPLITUDE, INC.
201 THIRD ST., SUITE 200
(Street)
SAN FRANCISCO CA 94103
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Amplitude, Inc. [ AMPL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025
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
Class A Common Stock 11/11/2025 C 400,000 A $0.00(1) 400,000 I By Spouse
Class A Common Stock 11/11/2025 S(2) 400,000 D $10.9883(3) 0.00 I By Spouse
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
Class B Common Stock (1) 11/11/2025 C(1) 400,000 (1) (1) Class A Common Stock 400,000 $0.00 610,000 I By Spouse
Class B Common Stock (1) (1) (1) Class A Common Stock 5,342,146 5,342,146 D
Explanation of Responses:
1. The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will convert automatically into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (b) the death or incapacity of Mr. Skates, (c) the date that is six months following the date on which Mr. Skates is no longer an employee or director of the Issuer (unless Mr. Skates has rejoined the Issuer during such six-month period) or (d) the date that is six months following the date on which none of the Issuer's founders is an employee or director of the Issuer (unless a founder has rejoined the Issuer during such six-month period).
2. The sales reported were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person's spouse on August 8, 2025.
3. This transaction was executed in multiple trades at prices ranging from $10.5500 to $11.2700. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
Remarks:
/s/ Elizabeth Fisher, as attorney in fact for Skates Spenser 11/13/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did AMPL’s CEO report on Form 4?

Spenser Skates reported a conversion of 400,000 Class B shares into Class A and a sale of 400,000 Class A shares on 11/11/2025.

At what price were AMPL shares sold?

The weighted average sale price was $10.9883, with trade prices ranging from $10.5500 to $11.2700.

Were these trades under a 10b5-1 plan?

Yes. The sales were effected pursuant to a Rule 10b5‑1 trading plan adopted on August 8, 2025.

How were the holdings characterized?

The reported transactions were indirect, listed as “By Spouse.”

What is the conversion rate of AMPL Class B to Class A?

Class B Common Stock converts into Class A Common Stock on a one‑to‑one basis.

When did the transactions occur?

On November 11, 2025.

What roles does the reporting person hold at AMPL?

Spenser Skates is Chief Executive Officer, Director, and a 10% owner.