Battery Ventures XI-B Side Fund, L.P. 4

Accession 0001209191-22-028298

CIK 0001866692other

View on SEC.gov Company Profile

Filed

May 10, 8:00 PM ET

Accepted

May 11, 4:24 PM ET

Size

55.1 KB

Accession

0001209191-22-028298

Insider Transaction Report

Form 4

Period: 2022-05-09

Amplitude, Inc.AMPL

Battery Partners XI, LLC

10% Owner

Transactions

Conversion
Class A Common Stock
2022-05-09+90,000→ 109,373 total(indirect: By LLC)
Conversion
Class A Common Stock
2022-05-09+437,481→ 531,657 total(indirect: By Battery Ventures XI-B Side Fund, L.P.)
Conversion
Class B Common Stock
2022-05-09−1,941,905→ 1,752,173 total(indirect: By Battery Ventures XI-A, L.P.)
→ Class A Common Stock (1,941,905 underlying)
Conversion
Class B Common Stock
2022-05-09−437,481→ 394,738 total(indirect: By Battery Ventures XI-B Side Fund, L.P.)
→ Class A Common Stock (437,481 underlying)
Conversion
Class B Common Stock
2022-05-09−90,000→ 81,206 total(indirect: By LLC)
→ Class A Common Stock (90,000 underlying)
Conversion
Class B Common Stock
2022-05-09−513,095→ 462,963 total(indirect: By Battery Ventures XI-B, L.P.)
→ Class A Common Stock (513,095 underlying)
Conversion
Class B Common Stock
2022-05-09−2,017,519→ 1,820,400 total(indirect: By Battery Ventures XI-A Side Fund, L.P.)
→ Class A Common Stock (2,017,519 underlying)
Conversion
Class A Common Stock
2022-05-09+1,941,905→ 2,359,937 total(indirect: By Battery Ventures XI-A, L.P.)
Conversion
Class A Common Stock
2022-05-09+513,095→ 623,549 total(indirect: By Battery Ventures XI-B, L.P.)
Conversion
Class A Common Stock
2022-05-09+2,017,519→ 2,451,829 total(indirect: By Battery Ventures XI-A Side Fund, L.P.)

Holdings

Class A Common Stock
25,544
Class A Common Stock
23,604
Class B Common Stock
(indirect: By Battery Investment Partners Select Fund I, L.P.)
→ Class A Common Stock (35,713 underlying)
35,713
Class B Common Stock
(indirect: By Battery Ventures Select Fund I, L.P.)
→ Class A Common Stock (361,099 underlying)
361,099
Class A Common Stock
(indirect: By Trust)
8,742
Class A Common Stock
(indirect: By Trust)
3,192
Class A Common Stock
(indirect: By Trust)
64,697
Class A Common Stock
29,930
Class A Common Stock
39,152
Class A Common Stock
(indirect: By Trust)
68,574
Class A Common Stock
(indirect: By Trust)
39,152

Footnotes (21)

[F1]These shares of Class B common stock were converted on a one-for-one basis into Class A common stock.
[F10]Shares are held by Michael M. Brown.
[F11]Shares are held by The Michael M. Brown Irrevocable GST Trust of 2013 (the "Brown Trust"), of which Michael M. Brown's spouse is the trustee. Mr. Brown disclaims beneficial ownership of the shares held by the Brown Trust except to the extent of his proportionate pecuniary interest therein.
[F12]Shares are held by Jesse Feldman.
[F13]Shares are held by The Jesse Feldman Irrevocable Trust of 2016 (the "Feldman Trust"), of which Jesse Feldman's spouse is the trustee. Mr. Feldman disclaims beneficial ownership of the shares held by the Feldman Trust except to the extent of his proportionate pecuniary interest therein.
[F14]Shares are held by Russell Fleischer.
[F15]Shares are held by The Roger and Clarissa Lee Irrevocable GST Trust (the "Lee Trust"), of which Roger Lee's brother is the trustee. Mr. Lee disclaims beneficial ownership of the shares held by the Lee Trust except to the extent of his proportionate pecuniary interest therein.
[F16]Shares are held by the Stoner Spiller Family Trust (the "Stoner Trust"), of which Chelsea R. Stoner is a trustee. Ms. Stoner disclaims beneficial ownership of the shares held by the Stoner Trust except to the extent of her proportionate pecuniary interest therein.
[F17]Shares are held by the STAM Family Revocable Living Trust (the "Thakker Trust"), of which Dharmesh Thakker is a trustee. Mr. Thakker disclaims beneficial ownership of the shares held by the Thakker Trust except to the extent of his proportionate pecuniary interest therein.
[F18]Shares are held by Scott R. Tobin.
[F19]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).
[F2]Shares held by Battery Investment Partners XI, LLC ("BIP XI"). Battery Partners XI, LLC ("BP XI") is the managing member of BIP XI and may be deemed to beneficially own the shares held by BIP XI. BP XI's investment adviser is Battery Management Corp ("BMC"). Neeraj Agrawal, Michael Brown, Jesse Feldman, Russell Fleischer, Roger Lee, Chelsea Stoner, Dharmesh Thakker, and Scott Tobin (collectively the "BP XI Managing Members") are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BIP XI. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F20]Shares held by Battery Investment Partners Select Fund I, L.P. ("BIP Select I"). Battery Partners Select Fund I GP, LLC ("BP Select I GP") is the general partner of BIP Select I and may be deemed to beneficially own the shares held by BP Select I. BP Select I GP's investment adviser is BMC. The BP XI Managing Members and Morad Elhafed (collectively, the "BP Select Managing Members") are the managing members of BP Select I GP and may be deemed to share voting and dispositive power over the securities held by BIP Select I. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F21]Shares held by Battery Ventures Select Fund I, L.P. ("BV Select I"). Battery Partners Select Fund I, L.P. ("BP Select I") is the general partner of BV Select I, BP Select I GP is the general partner of BP Select I and may be deemed to beneficially own the shares held by BV Select I. BP Select I GP's investment adviser is BMC. The BP Select Managing Members are the managing members of BP Select I GP and may be deemed to share voting and dispositive power over the securities held by BV Select I. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F3]Shares held by Battery Ventures XI-A, L.P. ("BV XI-A"). BP XI is the general partner of BV XI-A and may be deemed to beneficially own the shares held by BV XI-A. BP XI's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI-A. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F4]Shares held by Battery Ventures XI-B, L.P. ("BV XI-B"). BP XI is the general partner of BV XI-B and may be deemed to beneficially own the shares held by BV XI-B. BP XI 's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI-B. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F5]Shares held by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). Battery Partners XI Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF and may be deemed to beneficially own the shares held by BV XI-A SF. BP XI SF's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI-A SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F6]Shares held by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF"). BP XI SF is the general partner of BV XI-B SF and may be deemed to beneficially own the shares held by BV XI-B SF. BP XI SF's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI-B SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Mr. Agrawal is a director of the Issuer and files separate Section 16 reports.
[F7]The shares held by the Reporting Person reflect the receipt of shares pursuant to a pro rata distribution in kind, effected by BIP XI to its members for no additional consideration, including the Reporting Person. The receipt of such shares by the Reporting Person constituted a change in form of ownership from indirect to direct, which was exempt from reporting pursuant to Rule 16a-13.
[F8]The shares held by the Reporting Person include the receipt of shares pursuant to pro rata distributions in kind, effected by each of BV XI-A SF and BV XI-B SF to its general partner and limited partners for no additional consideration, and the further pro rata distribution in kind by the general partner of BV XI-A SF and BV XI-B SF, for no additional consideration to its members, including the Reporting Person. The receipt of such shares by the Reporting Person constituted a change in form of ownership from indirect to direct, which was exempt from reporting pursuant to Rule 16a-13.
[F9]The shares held by the Reporting Person include the receipt of shares pursuant to pro rata distributions in kind, effected by each of BV XI-A and BV XI-B to its general partner and limited partners for no additional consideration, and the further pro rata distribution in kind by the general partner of BV XI-A and BV XI-B , for no additional consideration to its members, including the Reporting Person. The receipt of such shares by the Reporting Person constituted a change in form of ownership from indirect to direct, which was exempt from reporting pursuant to Rule 16a-13.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Amplitude, Inc.

CIK 0001866692

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001665599

Filing Metadata

Form type: 4
Filed: May 10, 8:00 PM ET
Accepted: May 11, 4:24 PM ET
Size: 55.1 KB

View on SEC.gov