Benchmark Capital Management Co. VIII, L.L.C. - Nov 30, 2022 Form 4 Insider Report for Amplitude, Inc. (AMPL)

Role
10%+ Owner
Signature
/s/ An-Yen Hu, as Managing Member of Benchmark Capital Management Co. VIII, L.L.C.
Stock symbol
AMPL
Transactions as of
Nov 30, 2022
Transactions value $
$0
Form type
4
Date filed
12/2/2022, 05:43 PM
Previous filing
Aug 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction AMPL Class A Common Stock +Conversion of derivative security $0 +1,526,430 $0.00 1,526,430 Nov 30, 2022 See footnote F1, F2
transaction AMPL Class A Common Stock -Other $0 -1,526,430 -100% $0.00 0 Nov 30, 2022 See footnote F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AMPL Class B Common Stock -Conversion of derivative security $0 -1,526,430 -19.73% $0.00 6,211,438 Nov 30, 2022 Class A Common Stock 1,526,430 See footnote F2, F4

Benchmark Capital Management Co. VIII, L.L.C. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Conversion of a derivative security in accordance of its terms.
F2 Shares are held directly by Benchmark Capital Partners VIII, L.P. ("BCP VIII") for itself and as nominee for Benchmark Founders' Fund VIII, L.P. ("BFF VIII") and Benchmark Founders' Fund VIII-B, L.P. ("BFF VIII-B"). Benchmark Capital Management Co. VIII, L.L.C. ("BCMC VIII"), the general partner of BCP VIII, BFF VIII and BFF VIII-B, may be deemed to have sole voting and dispositive power over the securities. Eric Vishria, a member of the Issuer's board of directors, Matthew R. Cohler, Peter H. Fenton, J. William Gurley, An-Yen Hu, Mitchell H. Lasky, Chetan Puttagunta and Sarah E. Tavel are the managing members of BCMC VIII, and each of them may be deemed to share voting and dispositive power over the securities held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of the securities, except to the extent of such person's or entity's pecuniary interest in such securities.
F3 Represents a pro-rata, in-kind distribution by BCP VIII and its affiliated funds, not for additional consideration, to its partners, including BCMC VIII and its respective members and assignees.
F4 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 or (b) 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).