UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

~~April~~May 229, 2025

Date of Report (date of earliest event reported)

AMBARELLA, INC.

(Exact name of Registrant as specified in its charter)

Cayman Islands	001-35667	98-0459628
(State or other jurisdiction of incorporation)	(Commission File Number)	(I. R. S. Employer Identification No.)
(State or other jurisdictionof incorporation)	(CommissionFile Number)	(I. R. S. EmployerIdentification No.)

3101 Jay Street

Santa Clara, CA 95054

(Address of principal executive offices)

Registrant’s telephone number, including area code: (408) 734-8888

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Ordinary Shares, $0.00045 par value

AMBA

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 52.02 ~~Departure~~Results of ~~Directors~~Operations orand ~~Certain~~Financial ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Condition

On ~~April~~May 229, 2025, ~~Anne De Greef-Safft informed~~ Ambarella, Inc. ~~(the~~issued ~~“Company”)~~a ~~that~~press ~~she~~release ~~will~~announcing ~~not~~its ~~stand~~financial results for ~~re-election to~~ the ~~Board~~first quarter of ~~Directors~~fiscal atyear ~~the~~2026 ~~Company’s~~ended April 30, 2025. ~~annual~~A ~~meeting~~copy of ~~shareholders,~~the ~~when~~press ~~her~~release ~~term~~is ~~will~~attached ~~expire.~~as MsExhibit 99. De1 ~~Greef-Safft~~to ~~has reviewed~~ this current report on Form 8-K and ~~confirmed~~is ~~that~~incorporated ~~her~~by ~~decision~~reference ~~not to stand for re-election was based on personal reasons and she has no dispute or disagreement with the Company relating to its operations, policies, or practices~~herein. ~~The Company thanks Ms. De Greef-Safft for her service.~~

The information in this current report on Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits


99.1		Press Release dated May 29, 2025

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 4, 2025

Ambarella, Inc.

Dated: May 29, 2025

Ambarella, Inc.

/s/ Michael Morehead

/s/ John A. Young

Michael Morehead General Counsel

Chief Financial Officer

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