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AMBARELLA INC Director's Dealing 2012

Oct 9, 2012

31250_dirs_2012-10-09_89d10bab-d538-4393-9889-f703dabbf0cd.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AMBARELLA INC (AMBA)
CIK: 0001280263
Period of Report: 2012-10-09

Reporting Person: TAN LIP BU (Director)

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $8.82 2020-11-03 Ordinary Shares (22222) Direct
Series A Convertible Preference Shares $ Ordinary Shares (1666665) Indirect
Series B Convertible Preference Shares $ Ordinary Shares (697931) Indirect
Series C Convertible Preference Shares $ Ordinary Shares (648147) Indirect

Footnotes

F1: Shares subject to the option vest monthly over four years beginning on August 1, 2010.

F2: The Series A Convertible Preference Shares shall automatically convert into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and has no expiration date.

F3: The Series B Convertible Preference Shares shall automatically convert into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and has no expiration date.

F4: The Series C Convertible Preference Shares shall automatically convert into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and has no expiration date.

F5: Such shares are held by Pacven Walden Ventures V, L.P. and affiliated funds. Mr. Tan disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.