Amplitude, Inc. — Director's Dealing 2022

Feb 24, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Amplitude, Inc. (AMPL)
CIK: 0001866692
Period of Report: 2022-02-17

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-17	Class A Common Stock	M	70000	$4.19	Acquired	149228	Indirect
2022-02-17	Class A Common Stock	M	23866	$4.19	Acquired	23866	Direct
2022-02-17	Class A Common Stock	C	70000	$0.00	Disposed	79228	Indirect
2022-02-17	Class A Common Stock	C	23866	$0.00	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-17	Stock Option (Right to Buy)	$4.19	M	70000	Disposed	2030-12-28	Class A Common Stock (70000)	Indirect
2022-02-17	Stock Option (Right to Buy)	$4.19	M	23866	Disposed	2030-12-28	Class A Common Stock (23866)	Direct
2022-02-17	Class B Common Stock	$	C	70000	Acquired		Class A Common Stock (70000)	Indirect
2022-02-17	Class B Common Stock	$	C	23866	Acquired		Class A Common Stock (23866)	Direct

Footnotes

F1: Securities held by a trust over which the Reporting Person exercises voting and dispositive control.

F2: Represents the conversion of Class A Common Stock into the Issuer's Class B Common Stock effected pursuant to an amendment to the Issuer's Amended and Restated 2014 Stock Option and Grant Plan, which gave holders a one-time right to exchange such shares of Class A Common Stock for an equal number of shares of Class B Common Stock.

F3: The option is early exercisable. 1/24th of the shares subject to the option vest on each monthly anniversary measured from September 21, 2021 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested on the second anniversary of the Vesting Commencement Date.

F4: 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.

F5: 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).

F6: Reflects the transfer of 23,866 shares by the Reporting Person to his trust.