Chan W. Lee - Feb 28, 2025 Form 4 Insider Report for AMBARELLA INC (AMBA)

Role: Chief Operating Officer
Signature: By: /s/ Michael Morehead, Attorney-in-Fact For: Chan W. Lee
Stock symbol: AMBA
Transactions as of: Feb 28, 2025
Transactions value $: -$116,172
Form type: 4
Date filed: 3/7/2025, 04:22 PM
Previous filing: Jan 17, 2025
Next filing: Mar 20, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AMBA	Ordinary Shares	Award	$0	+18.3K	+16.61%	$0.00	128K	Feb 28, 2025	Direct	F1
transaction	AMBA	Ordinary Shares	Award	$0	+5.47K	+4.26%	$0.00	134K	Mar 5, 2025	Direct	F2
transaction	AMBA	Ordinary Shares	Sale	-$116K	-2.11K	-1.58%	$55.11	132K	Mar 6, 2025	Direct	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	AMBA	Performance Stock Units	Award	$0	+18.3K		$0.00	18.3K	Feb 28, 2025	Ordinary Shares	18.3K		Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The restricted stock units vest at the rate of 1/12 per quarter commencing on March 15, 2025.
F2	Represents an award of fully-vested restricted stock units (RSUs) issued to reporting person as payment of reporting person's annual bonus under the company's previously established Fiscal Year 2025 Annual Bonus Plan. Each restricted stock unit represents a contingent right to receive one Ordinary Share.
F3	Shares sold to pay tax obligations resulting from the vesting of restricted stock units.
F4	Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares.
F5	Reporting person was granted an award of performance-based RSUs covering a target number of ordinary shares (the "Target RSU Number"). Pursuant to time-based vesting requirements, 100% of the Target RSU Number is scheduled to vest on March 15, 2028, subject to continued service requirements through such date. In addition, the number of shares subject to the RSUs may be decreased by up to 100% or increased by up to 150% of the Target RSU Number or may remain the same, based on the Company's total shareholder return and revenue growth rate over the period of February 1, 2025 through January 31, 2028.