Amplitude (AMPL) CTO uses company shares to cover RSU taxes

Rhea-AI Filing Summary

Amplitude, Inc. Chief Technology Officer Curtis Liu had 40,279 shares of Class A common stock withheld at $6.06 per share to cover tax obligations from vesting restricted stock units. This was not an open-market sale. After the withholding, he directly holds 1,026,980 shares, including unvested RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Liu Curtis

Role Chief Technology Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	40,279	$6.06	$244K

Holdings After Transaction: Class A Common Stock — 1,026,980 shares (Direct, null)

Footnotes (1)

1. Represents shares of the Issuer's Class A Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of the Issuer's Class A Common Stock delivered to the reporting person on May 15, 2026, from the vesting of restricted stock units ("RSUs"), and does not represent a sale by the Reporting Person. Includes 880,520 RSUs.

Key Figures

Shares withheld for taxes: 40,279 shares Withholding price per share: $6.06 per share Shares held after transaction: 1,026,980 shares +1 more

4 metrics

Shares withheld for taxes 40,279 shares Class A common stock withheld for RSU tax obligations on May 15, 2026

Withholding price per share $6.06 per share Value used for tax-withholding disposition

Shares held after transaction 1,026,980 shares Direct Class A common stock holdings after withholding

RSUs included in holdings 880,520 RSUs Restricted stock units included in post-transaction total

Key Terms

restricted stock units, tax withholding obligations, Class A Common Stock, net issuance, +1 more

5 terms

restricted stock units financial

"from the vesting of restricted stock units ("RSUs"), and does not represent"

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.

tax withholding obligations financial

"withheld by the Issuer solely to satisfy tax withholding obligations in connection"

Class A Common Stock financial

"Represents shares of the Issuer's Class A Common Stock withheld by the Issuer"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

net issuance financial

"in connection with the net issuance of shares of the Issuer's Class A Common Stock"

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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^*

Liu Curtis

(Last) (First) (Middle)

C/O AMPLITUDE, INC.

201 THIRD ST., SUITE 200

(Street)

SAN FRANCISCO CALIFORNIA 94103

(City) (State) (Zip)

UNITED STATES

(Country)

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 Technology Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/15/2026		F(1)		40,279	D	$6.06	1,026,980(2)	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. Represents shares of the Issuer's Class A Common Stock withheld by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of the Issuer's Class A Common Stock delivered to the reporting person on May 15, 2026, from the vesting of restricted stock units ("RSUs"), and does not represent a sale by the Reporting Person.

2. Includes 880,520 RSUs.

Remarks:

	/s/ Elizabeth Fisher, as attorney in fact for Curtis Liu	05/19/2026
	** 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 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Amplitude (AMPL) report for Curtis Liu?

Amplitude reported that CTO Curtis Liu had shares withheld to cover taxes on vested RSUs. The company used 40,279 Class A shares for this purpose, a mechanical tax-withholding step rather than an open-market sale.

How many Amplitude shares were used for Curtis Liu’s RSU tax withholding?

The filing shows 40,279 shares of Amplitude Class A common stock were withheld. These shares were retained by the company solely to satisfy tax obligations arising from the vesting of restricted stock units on May 15, 2026.

Was Curtis Liu’s Amplitude transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The shares were withheld by Amplitude solely to satisfy tax withholding obligations connected to RSU vesting, as explicitly stated in the footnote of the Form 4 filing.

How many Amplitude shares does Curtis Liu hold after this Form 4 transaction?

After the tax-withholding transaction, Curtis Liu directly holds 1,026,980 shares of Amplitude Class A common stock. A footnote explains this total includes 880,520 restricted stock units that will deliver shares as they vest over time.

What does the Amplitude Form 4 say about Curtis Liu’s RSUs?

The Form 4 notes that Curtis Liu’s holdings include 880,520 restricted stock units. RSUs are share-based awards that convert into common stock as they vest, and the vesting triggered the tax-withholding share disposition reported here.