AMPL insider report: 977 RSUs granted; total stake 97,543 shares

Rhea-AI Filing Summary

Amplitude, Inc. (AMPL) director Tien Tzuo received equity compensation under the company's director program. The Form 4 shows an acquisition on 10/05/2025 of 977 shares of Class A common stock reported at $0.00, reflecting restricted stock units granted in lieu of retainer fees. The filing states issuance of the RSU shares has been deferred under the program. After the transaction, the reporting person beneficially owned 97,543 shares, which includes 46,731 additional RSUs. The form was signed by an attorney in fact on 10/07/2025.

Positive

• Director compensation used equity: 977 RSUs granted in lieu of cash retainer, conserving cash
• Increased insider stake: beneficial ownership rose to 97,543 shares, aligning director with shareholders

Negative

• Issuance deferred: RSU shares are deferred under the program, delaying actual share delivery and associated rights

Insights

Corporate Governance Analyst

Director received RSUs as fee payment; shares are deferred under the director program.

The transaction records a non-cash grant: 977 Class A shares were recorded as acquired at $0.00, indicating restricted stock units granted in lieu of cash retainer fees. These awards increase the director's beneficial stake to 97,543 shares, including 46,731 RSUs held separately.

Because issuance is deferred per the program terms, the economic and voting rights timing depends on those deferral provisions; monitor the plan schedule for actual delivery and any vesting or distribution dates over the next reporting periods.

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
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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^*

Tzuo Tien

(Last) (First) (Middle)

C/O ZUORA, INC.

101 REDWOOD SHORES PARKWAY

(Street)

REDWOOD CITY CA 94065

(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)
10/05/2025

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	10/05/2025		A		977(1)	A	$0.00	97,543(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 restricted stock units ("RSUs") that were granted pursuant to the Issuer's Non-Employee Director Compensation Program (the"Program") in lieu of retainer fees. Each RSU represents a right to receive one share of Class A Common Stock. Issuance of the RSU shares has been deferred pursuant to the terms of the Program.

2. Includes 46,731 RSUs.

Remarks:

	/s/ Elizabeth Fisher, as attorney in fact for Tien Tzuo	10/07/2025
	** 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 transaction did Tien Tzuo report on the Form 4 for AMPL?

The Form 4 reports acquisition of 977 Class A shares on 10/05/2025 via restricted stock units granted under the director compensation program.

How many shares does Tien Tzuo beneficially own after the reported transaction?

The filing reports beneficial ownership of 97,543 shares following the transaction, which includes 46,731 RSUs.

Were any cash payments made for the RSU grant?

No cash was reported; the RSUs are recorded at $0.00, reflecting a grant in lieu of retainer fees.

Is immediate issuance of the RSU shares confirmed?

Issuance of the RSU shares has been deferred pursuant to the terms of the director compensation program, so delivery is delayed per the plan.

Who signed the Form 4 filing for Tien Tzuo?

The form was signed by Elizabeth Fisher as attorney in fact for Tien Tzuo on 10/07/2025.