Amplitude, Inc. — Director's Dealing 2021

Sep 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Amplitude, Inc. (AMPL)
CIK: 0001866692
Period of Report: 2021-06-24

Reporting Person: Liu Curtis (Director, Chief Technology Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-21	Class A Common Stock	C	380000	$0.00	Acquired	380000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-21	Class B Common Stock	$	C	380000	Disposed		Class A Common Stock (380000)	Indirect
2021-06-24	Stock Option (Right to Buy)	$4.19	M	105000	Disposed	2030-12-28	Common Stock (105000)	Indirect
2021-06-24	Class B Common Stock	$	M	105000	Acquired		Class A Common Stock (105000)	Indirect
2021-06-24	Stock Option (Right to Buy)	$4.19	M	23866	Disposed	2030-12-28	Common Stock (23866)	Direct
2021-06-24	Class B Common Stock	$	M	23866	Acquired		Class A Common Stock (23866)	Indirect
2021-06-28	Class B Common Stock	$	G	475000	Disposed		Class A Common Stock (475000)	Indirect
2021-08-30	Stock Option (Right to Buy)	$4.19	M	155084	Disposed	2030-12-28	Common Stock (155084)	Indirect
2021-08-30	Class B Common Stock	$	M	155084	Acquired		Class A Common Stock (155084)	Indirect

Footnotes

F1: The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will convert automatically into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (b) the death or incapacity of the holder, (c) the date that is six months following the date on which the holder is no longer an employee or director of the Issuer (unless such holder has rejoined the Issuer during such six-month period) or (d) the date that is six months following the date on which none of the Issuer's founders is an employee or director of the Issuer (unless a founder has rejoined the Issuer during such six-month period).

F2: Securities held by a trust over which the Reporting Person exercises voting and dispositive control.

F3: Transaction is being reported herein pursuant to Rule 16a-2(a).

F4: The option is early exercisable. 1/48th of the shares subject to the option vest on each monthly anniversary measured from January 1, 2021 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested on the fourth anniversary of the Vesting Commencement Date.

F5: In connection with the reclassification of the Issuer's Common Stock on August 30, 2021, each share of Common Stock held by the Reporting Person was automatically reclassified as Class B Common Stock.

F6: 1/48th of the shares subject to the option vest on each monthly anniversary measured from January 1, 2021 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.