Filing Details
- Accession Number:
- 0001280263-21-000016
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-03-16 19:19:46
- Reporting Period:
- 2021-03-12
- Accepted Time:
- 2021-03-16 19:19:46
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1280263 | Ambarella Inc | AMBA | Semiconductors & Related Devices (3674) | 980459628 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1602676 | Yun-Lung Chen | 3101 Jay Street Santa Clara CA 95054 | Vp, Business Development | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Shares | Acquisiton | 2021-03-12 | 8,289 | $8.82 | 48,235 | No | 4 | M | Direct | |
| Ordinary Shares | Disposition | 2021-03-12 | 5,452 | $111.60 | 42,783 | No | 4 | S | Direct | |
| Ordinary Shares | Disposition | 2021-03-12 | 2,837 | $113.13 | 39,946 | No | 4 | S | Direct | |
| Ordinary Shares | Acquisiton | 2021-03-16 | 14,203 | $0.00 | 54,149 | No | 4 | M | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Ordinary Shares | Non-Qualified Stock Option (right to buy) | Disposition | 2021-03-12 | 5,927 | $0.00 | 5,927 | $8.82 |
| Ordinary Shares | Non-Qualified Stock Option (right to buy) | Disposition | 2021-03-12 | 2,362 | $0.00 | 2,362 | $8.82 |
| Ordinary Shares | Restricted Stock Units | Disposition | 2021-03-16 | 13,148 | $0.00 | 13,148 | $0.00 |
| Ordinary Shares | Restricted Stock Units | Disposition | 2021-03-16 | 1,278 | $0.00 | 1,278 | $0.00 |
| Ordinary Shares | Restricted Stock Units | Disposition | 2021-03-16 | 708 | $0.00 | 708 | $0.00 |
| Ordinary Shares | Restricted Stock Units | Disposition | 2021-03-16 | 712 | $0.00 | 712 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2021-08-29 | No | 4 | M | Direct | |
| 0 | 2021-08-30 | No | 4 | M | Direct | |
| 0 | 2021-03-15 | No | 4 | M | Direct | |
| 1,279 | 2021-06-15 | No | 4 | M | Direct | |
| 2,831 | 2022-03-15 | No | 4 | M | Direct | |
| 5,692 | 2023-03-15 | No | 4 | M | Direct |
Footnotes
- The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $111.50 to $111.71 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
- The sale price reported in column 4 of Table I represents the weighted average sale price of the shares sold ranging from $113.03 to $113.31 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
- Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares.
- Shares subject to the option vest monthly over four years beginning on August 1, 2011.
- On June 7, 2018, reporting person was granted an RSU award covering a target of 6,574 ordinary shares (the "Target RSU Number"), subject to satisfaction of predetermined, performance-based vesting criteria that could result in 0% to 200% of the Target RSU Number becoming eligible to vest, subject to certain adjustments. On February 28, 2019, the Company's Board of Directors determined the performance criteria had been satisfied at a level that resulted in 200% of the Target RSU Number becoming eligible for time-based vesting. Pursuant to time-based vesting requirements, the award would vest on March 15, 2021, subject to possible adjustment based on a total stockholder return ("TSR") performance metric for the period February 1, 2018 to January 31, 2021 (the "TSR Period"). As a result of the Company's TSR performance over the TSR Period, the RSUs eligible to vest were reduced by 25% of the Target RSU Number. A total of 11,505 ordinary shares were delivered to reporting person.
- The restricted stock units vest at the rate of 1/12 per quarter commencing on June 15, 2018.
- The restricted stock units vest at the rate of 1/12 per quarter commencing on March 15, 2019.
- The restricted stock units vest at the rate of 1/12 per quarter commencing on March 15, 2020.
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