[Form 4] Amplitude, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Erica Schultz, a director of Amplitude, Inc. (AMPL), reported transactions on 09/15/2025: She exercised an early-exercisable option to purchase 10,000 shares at a $4.19 exercise price and immediately sold 10,000 shares pursuant to a pre-established 10b5-1 trading plan. The sale generated a weighted average sale price of $11.0633 per share, with execution prices ranging from $10.85 to $11.31. Following these transactions, Schultz beneficially owned 79,500 shares subject to outstanding options and 107,406 shares of Class A common stock.

The option vests monthly beginning 12/10/2020 and fully vested on the fourth anniversary; the sale was executed under the 10b5-1 plan adopted 03/12/2025.

Positive

• Exercise of in-the-money options at $4.19 demonstrates leverage capture versus market prices
• Sale executed under a 10b5-1 trading plan, indicating pre-established trading intent and reduced timing concerns
• Transparent disclosure of weighted average sale price and price ranges ($10.85–$11.31)

Negative

• Insider sold 10,000 shares, reducing her immediate shareholdings in AMPL
• Reported beneficial ownership decreased from 117,406 to 107,406 Class A shares following the sale

Insights

Securities Analyst

TL;DR: Director exercised in-the-money options and sold the exercised shares under a 10b5-1 plan, realizing roughly $70k in gross proceeds.

The director exercised 10,000 options with a $4.19 strike and sold the same number of shares at a weighted average price of $11.0633, indicating a per-share gross gain of about $6.87 before taxes and fees. The sale was executed under a 10b5-1 plan adopted March 12, 2025, and prices ranged $10.85–$11.31. Post-transaction beneficial ownership includes 107,406 Class A shares and 79,500 optioned shares.

Corporate Governance Expert

TL;DR: Transaction follows standard governance practices: early exercise plus planned sale under a 10b5-1 plan.

The filing discloses that the sale was pursuant to a documented 10b5-1 plan, reducing concerns about opportunistic insider timing. The reporting was executed by an attorney-in-fact and properly signed. The remaining beneficial ownership and outstanding options are disclosed, with vesting schedule noted for transparency.

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).

1. Name and Address of Reporting Person^*

Schultz Erica

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		M		10,000	A	$4.19	117,406	D
Class A Common Stock	09/15/2025		S		10,000(1)	D	$11.0633(2)	107,406	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
Stock Option (Right to Buy)	$4.19	09/15/2025		M			10,000	(3)	12/15/2030	Class A Common Stock	10,000	$0.00	79,500	D

Explanation of Responses:

1. The sales reported were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on March 12, 2025.

2. This transaction was executed in multiple trades at prices ranging from $10.8500 to $11.3100. 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.

3. The option is early exercisable. 1/48th of the shares subject to the option vest on each monthly anniversary measured from December 10, 2020 (the"Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested on the fourth anniversary of the Vesting Commencement Date.

Remarks:

9/15/25-exercise and sale per 10b5-1 plan

	/s/ Elizabeth Fisher, as attorney in fact for Schultz Erica	09/17/2025
	** 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 Erica Schultz report on Form 4 for AMPL?

She exercised 10,000 options at a $4.19 strike on 09/15/2025 and sold 10,000 shares under a 10b5-1 plan at a weighted average price of $11.0633.

How many AMPL shares does Schultz beneficially own after the transactions?

Following the reported transactions, she beneficially owned 107,406 Class A common shares and 79,500 shares underlying outstanding options.

Was the sale pre-planned or contemporaneous insider trading?

The filing states the sale was effected pursuant to a 10b5-1 trading plan adopted on 03/12/2025.

What was the execution price range for the sale of AMPL shares?

Execution prices ranged from $10.85 to $11.31; the reported weighted average sale price was $11.0633.

When do the outstanding options vest?

The option is early exercisable with vesting at 1/48th per month beginning 12/10/2020, fully vesting on the fourth anniversary of that date.