[Form 4] Amplitude, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Erica Schultz, a director of Amplitude, Inc. (AMPL), reported transactions dated 08/15/2025. She exercised 7,500 stock options at an exercise price of $4.19 and immediately sold 7,500 Class A shares under a 10b5-1 trading plan at a weighted average price of $11.4624, reducing her direct holdings from 114,906 to 107,406 Class A shares. The option is early-exercisable and vests monthly from December 10, 2020, fully vesting on its fourth anniversary; the exercised option increases her post-transaction option-derived ownership to 7,500 underlying shares.

Positive

• Transactions executed under a documented 10b5-1 trading plan, providing pre-planned and transparent disposition mechanics
• Reporting person retains substantial direct ownership after the sale: 107,406 Class A shares remain beneficially owned
• Clear disclosure of option vesting schedule (1/48th monthly from 12/10/2020, fully vested on the fourth anniversary) and exercise price

Negative

• Director sold 7,500 Class A shares, which may be viewed negatively by some market participants despite plan protections
• Weighted average sale price $11.4624 reflects realized liquidity rather than long-term hold, reducing share count from 114,906 to 107,406

Insights

Securities Analyst

TL;DR: Director exercised options then sold the same number of shares under a 10b5-1 plan, leaving substantial direct holdings.

The filing shows a routine insider action: exercise of 7,500 options at $4.19 followed by contemporaneous sales of 7,500 shares at a weighted average of $11.4624 executed pursuant to a 10b5-1 plan adopted March 12, 2025. This is administrative and liquidity-driven rather than an unexplained block sale; the director retains 107,406 Class A shares directly after the transactions. For investors, this is a transparent, pre-planned disposition rather than an unplanned exit signal.

Corporate Governance Expert

TL;DR: Transactions conform to Rule 10b5-1 mechanics and disclose vesting and exercise details clearly.

The Form 4 discloses material mechanics: the sales were effected under a documented 10b5-1 plan and the option is early-exercisable with 1/48th monthly vesting from December 10, 2020. The filing provides the weighted average sale price range and offers to furnish full trade details upon request, meeting disclosure expectations for director transactions. This enhances governance transparency even as it documents an insider sale.

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^*

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)
08/15/2025

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	08/15/2025		M		7,500	A	$4.19	114,906	D
Class A Common Stock	08/15/2025		S		7,500(1)	D	$11.4624(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	08/15/2025		M			7,500	(3)	12/15/2030	Class A Common Stock	7,500	$4.19	89,500	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 $11.3800 to $11.5400. 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 VestingCommencement Date.

Remarks:

	/s/ Elizabeth Fisher, as attorney in fact for Schultz Erica	08/19/2025
	** 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 shares did Erica Schultz report selling in the Form 4 for AMPL?

She sold 7,500 Class A common shares on 08/15/2025 under a 10b5-1 trading plan.

At what price were the AMPL shares sold by the director?

The weighted average sale price was $11.4624 per share, with individual trades ranging from $11.3800 to $11.5400.

Did Erica Schultz exercise any options in the reported transactions?

Yes. She exercised 7,500 stock options with an exercise price of $4.19 on 08/15/2025.

How many AMPL shares does Erica Schultz beneficially own after these transactions?

She beneficially owns 107,406 Class A shares following the reported transactions.

Was the sale part of a Rule 10b5-1 plan?

Yes. The sales were effected pursuant to a 10b5-1 trading plan adopted on March 12, 2025.