Amplitude (NASDAQ: AMPL) CCO reports tax-withholding of 101,292 shares after RSU vesting

Rhea-AI Filing Summary

Amplitude, Inc. Chief Commercial Officer Nathaniel Glenn Crook reported a routine tax-related share disposition. On May 15, 2026, 101,292 shares of Class A Common Stock were withheld by the company at $6.06 per share to satisfy tax withholding obligations arising from vesting restricted stock units, and the footnote clarifies this was not an open-market sale. After this withholding, he held 2,032,064 shares directly, including 1,471,366 restricted stock units and 2,330 shares acquired through the employee stock purchase plan on May 14, 2026.

Insights

Equity compensation and insider-transactions analyst

Routine tax withholding on RSU vesting; no open-market trade.

The filing shows Nathaniel Glenn Crook, Chief Commercial Officer of Amplitude, Inc., had 101,292 shares withheld at $6.06 per share to cover tax obligations from RSU vesting. Footnotes state this does not represent a sale by the reporting person.

This is a common, mechanical feature of equity compensation and carries little informational value about his view of the stock. Following the withholding, he directly holds 2,032,064 shares, including 1,471,366 RSUs and 2,330 shares from the employee stock purchase plan, indicating a substantial continuing equity stake.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Crook Nathaniel Glenn

Role Chief Commercial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	101,292	$6.06	$614K

Holdings After Transaction: Class A Common Stock — 2,032,064 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 1,471,366 RSUs. Includes 2,330 shares acquired under the Issuer's employee stock purchase plan on May 14, 2026.

Key Figures

Tax-withholding shares: 101,292 shares Tax-withholding price: $6.06 per share Post-transaction holdings: 2,032,064 shares +2 more

5 metrics

Tax-withholding shares 101,292 shares Withheld on May 15, 2026 to satisfy RSU tax obligations at $6.06

Tax-withholding price $6.06 per share Value applied to the 101,292 withheld shares on May 15, 2026

Post-transaction holdings 2,032,064 shares Total Class A Common Stock directly held after May 15, 2026

Restricted stock units 1,471,366 RSUs RSUs included in post-transaction holdings

ESPP shares acquired 2,330 shares Shares acquired under employee stock purchase plan on May 14, 2026

Key Terms

restricted stock units, tax withholding obligations, employee stock purchase plan, Class A Common Stock

4 terms

restricted stock units financial

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

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 with the net issuance"

employee stock purchase plan financial

"Includes 2,330 shares acquired under the Issuer's employee stock purchase plan on May 14, 2026."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Class A Common Stock financial

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

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.

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^*

Crook Nathaniel Glenn

(Last) (First) (Middle)

201 THIRD STREET

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial 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)		101,292	D	$6.06	2,032,064(2)(3)	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 1,471,366 RSUs.

3. Includes 2,330 shares acquired under the Issuer's employee stock purchase plan on May 14, 2026.

Remarks:

	/s/ Elizabeth Fisher, as attorney in fact for Nathaniel Glenn Crook	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 Nathaniel Glenn Crook?

Amplitude reported that Chief Commercial Officer Nathaniel Glenn Crook had 101,292 Class A shares withheld to satisfy tax obligations on RSU vesting. The company’s footnote clarifies this was not an open-market sale by the executive.

Was the May 15, 2026 Amplitude (AMPL) insider transaction an open-market sale?

No, it was not an open-market sale. The 101,292 shares were withheld by Amplitude to cover tax withholding obligations from restricted stock unit vesting, as explicitly stated in the filing footnote.

How many Amplitude (AMPL) shares does Nathaniel Glenn Crook hold after this Form 4?

After the tax withholding transaction, Nathaniel Glenn Crook directly holds 2,032,064 shares of Amplitude Class A Common Stock, including 1,471,366 restricted stock units and 2,330 shares acquired through the employee stock purchase plan.

What price was used for the Amplitude (AMPL) tax withholding shares on May 15, 2026?

The filing shows the 101,292 withheld shares were valued at $6.06 per share for tax-withholding purposes, reflecting the share price applied to satisfy the RSU-related tax obligation on that date.

What additional equity awards are included in Nathaniel Glenn Crook’s Amplitude (AMPL) holdings?

His reported holdings include 1,471,366 restricted stock units, which represent shares deliverable upon vesting, and 2,330 shares acquired under Amplitude’s employee stock purchase plan on May 14, 2026, alongside other directly held shares.