Tax withholding on RSU vesting for Amplitude (NASDAQ: AMPL) CEO Skates

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Amplitude, Inc. CEO and President Spenser Skates reported a tax-related share withholding tied to equity compensation. On May 15, 2026, 39,562 shares of Class A Common Stock were withheld at $6.06 per share to satisfy tax withholding obligations from vested restricted stock units and did not involve any open-market sale.

After this withholding, Skates directly held 1,283,557 shares of Class A Common Stock, which includes 1,212,859 restricted stock units that may settle in shares over time.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Skates Spenser

Role CEO and President

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	39,562	$6.06	$240K

Holdings After Transaction: Class A Common Stock — 1,283,557 shares (Direct, null)

Footnotes (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 1,212,859 RSUs.

Key Figures

Shares withheld for taxes: 39,562 shares Withholding price: $6.06 per share Shares held after transaction: 1,283,557 shares +1 more

4 metrics

Shares withheld for taxes 39,562 shares Tax withholding on RSU vesting May 15, 2026

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

Shares held after transaction 1,283,557 shares Direct Class A holdings following withholding

RSUs included in holdings 1,212,859 RSUs Restricted stock units included in total position

Key Terms

restricted stock units ("RSUs"), tax withholding obligations, net issuance, Class A Common Stock

4 terms

restricted stock units ("RSUs") financial

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

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

tax withholding obligations financial

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

net issuance financial

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

Class A Common Stock financial

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

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 →

05/19/2026 - 04:27 PM

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^*

Skates Spenser

(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)
	CEO and President

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/15/2026		F⁽¹⁾		39,562	D	$6.06	1,283,557⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 1,212,859 RSUs.

Remarks:

	/s/ Elizabeth Fisher, as attorney in fact for Spenser Skates	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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Amplitude (AMPL) CEO Spenser Skates report?

Spenser Skates reported a tax-withholding disposition, not an open-market trade. On May 15, 2026, 39,562 Amplitude Class A shares were withheld by the company to cover tax obligations from vested restricted stock units delivered to him as equity compensation.

Did Amplitude (AMPL) CEO Spenser Skates sell shares in this Form 4?

No, the Form 4 states the shares did not represent a sale by Spenser Skates. The 39,562 shares were withheld by Amplitude solely to satisfy tax withholding obligations arising from the vesting of restricted stock units granted as compensation.

How many Amplitude (AMPL) shares were withheld for taxes and at what price?

A total of 39,562 shares of Amplitude Class A Common Stock were withheld for tax obligations at a reported price of $6.06 per share. This occurred in connection with the net issuance of shares from the vesting of restricted stock units on May 15, 2026.

How many Amplitude (AMPL) shares does Spenser Skates hold after this transaction?

Following the tax-withholding transaction, Spenser Skates directly held 1,283,557 shares of Amplitude Class A Common Stock. This figure includes 1,212,859 restricted stock units, which represent additional share-based awards that may convert into shares over time according to their vesting terms.

What are RSUs mentioned in the Amplitude (AMPL) Form 4 for Spenser Skates?

RSUs, or restricted stock units, are share-based awards that convert into company stock upon vesting. The filing notes Skates’ holdings include 1,212,859 RSUs, and the reported tax-withholding event was triggered by the vesting and delivery of shares from these RSU grants.