AMPX Insider Filing: Sun Kang Sells Shares, 1.41M RSUs Outstanding

Rhea-AI Filing Summary

Amprius Technologies insider filing: The Form 4 reports that Sun Kang, CEO and director of Amprius Technologies (AMPX), sold 65,654 shares on 08/21/2025 under the issuer's non-discretionary sell-to-cover arrangements to fund tax withholding, at an average execution price of $6.8162 per share (individual trade prices ranged $6.78–$6.91). After the sale, Mr. Kang directly beneficially owns 1,472,306 shares, which include 1,411,769 restricted stock units that convert to common shares subject to vesting. Separately, on 06/10/2025 he transferred 274,275 directly held shares to the Kang & Cecillia Sun Family Revocable Trust, which now holds those shares.

Positive

• Transparency: Filing discloses average execution price and price range for the sell-to-cover transactions
• Substantial incentive alignment: 1,411,769 restricted stock units remain outstanding, maintaining future equity alignment with shareholders

Negative

• Reduction in direct holdings: Sale of 65,654 shares reduced the reporting person’s direct share count
• Potential dilution: Large outstanding RSU pool (1,411,769) will convert to shares subject to vesting, which may dilute existing shareholders upon vesting

Insights

Corporate Governance Expert

TL;DR: Insider sold shares to cover taxes and moved holdings to a family trust; no evidence of discretionary insider trading.

The filing documents a routine sell-to-cover transaction tied to RSU vesting, a common practice to satisfy tax obligations. The transfer of 274,275 shares to a revocable family trust indicates estate planning rather than a change in control. The large number of unvested RSUs (1,411,769) keeps significant potential alignment with shareholders. No derivative transactions or pledges are reported.

Securities Analyst

TL;DR: Transaction size is modest relative to total reported beneficial ownership; transaction appears administratively driven.

The 65,654-share sale at an average $6.8162 reduces direct holdings but represents a small portion of total reported beneficial exposure when including 1,411,769 RSUs. The reported price range and disclosure that shares were sold in multiple transactions provide transparency on execution. Investors should note concentration of compensation in RSUs, which can cause future dilution upon vesting, but no immediate material financing or debt-related activity is disclosed.

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^*

Sun Kang

(Last) (First) (Middle)

C/O AMPRIUS TECHNOLOGIES, INC.,

1180 PAGE AVENUE

(Street)

FREMONT CA 94538

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Amprius Technologies, Inc. [ AMPX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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
Common stock	08/21/2025		S(1)		65,654	D	$6.8162(2)	1,472,306(3)(4)	D
Common stock								274,275	I	See Footnote(5)

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. This transaction was effected pursuant to non-discretionary, sell-to-cover arrangements mandated by the issuer to fund tax withholding obligations in connection with the vesting of restricted stock units.

2. The price reported in Column 4 is an average execution price. These shares were sold in multiple transactions at prices ranging from $6.78 to $6.91, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

3. Includes 1,411,769 restricted stock units, each of which represents a contingent right to receive one share of the issuer's common stock, subject to the applicable vesting schedule and conditions of each restricted stock unit.

4. On June 10, 2025, the reporting person transferred 274,275 shares of the issuer's common stock, which were previously held directly by the reporting person, to the KANG & CECILLIA SUN FAMILY REVOCABLE TRUST, for which the reporting person and his spouse are co-trustees.

5. These securities are held directly by the KANG & CECILLIA SUN FAMILY REVOCABLE TRUST, for which the reporting person and his spouse are co-trustees.

Remarks:

	/s/ Sandra Wallach, attorney-in-fact on behalf of Kang Sun	08/25/2025
	** 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 did Amprius CEO Sun Kang report on Form 4 (AMPX)?

The Form 4 reports a sale of 65,654 shares on 08/21/2025 under sell-to-cover arrangements and a beneficial ownership of 1,472,306 shares following the transaction.

Why were 65,654 shares sold by the reporting person?

The shares were sold pursuant to non-discretionary sell-to-cover arrangements mandated by the issuer to fund tax withholding in connection with RSU vesting.

How many restricted stock units (RSUs) does Sun Kang have?

The filing states 1,411,769 restricted stock units, each representing a contingent right to one share, subject to vesting conditions.

Were any shares transferred to a trust?

Yes. On 06/10/2025 the reporting person transferred 274,275 shares to the Kang & Cecillia Sun Family Revocable Trust, which now holds those shares.

What price range did the sold shares execute at?

The shares were sold in multiple transactions at prices ranging from $6.78 to $6.91, with an average reported price of $6.8162.