SEC Form 4 · accession 0001280263-15-000130
AMBARELLA INC · AMBA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher Day
Officer — VP, Marketing
Period of report
Dec 16, 2015
Accepted (ET)
Dec 18, 2015 · 6:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001280263
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Dec 16, 2015 | M | 3,548 | — | A | 16,108 | D | |
| Ordinary Shares | Dec 16, 2015 | S | 2,041 | $56.97 | D | 14,067 | D | |
| Ordinary Shares | Dec 17, 2015 | S | 776 | $58.50 | D | 13,291 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3 | — | Dec 16, 2015 | M | 556 | D | — | Aug 27, 2022 | Ordinary Shares | 556 | 1,667 | D |
| Restricted Stock UnitsF1,F4,F5 | — | Dec 16, 2015 | M | 937 | D | — | Aug 26, 2023 | Ordinary Shares | 937 | 938 | D |
| Restricted Stock UnitsF1,F6 | — | Dec 16, 2015 | M | 1,093 | D | — | Aug 27, 2023 | Ordinary Shares | 1,093 | 7,657 | D |
| Restricted Stock UnitsF1,F7 | — | Dec 16, 2015 | M | 962 | D | — | Sep 7, 2024 | Ordinary Shares | 962 | 10,588 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares.
- F2Shares sold to pay tax obligations resulting from the vesting of restricted stock award and restricted stock units.
- F3The restricted stock units vest at the rate of 1/16 per quarter beginning on September 15, 2012.
- F4On August 27, 2013 the reporting person was granted RSUs convertible into 7,500 Ordinary Shares based on Issuer's determination of the satisfaction of certain performance goals for the fiscal year ended January 31, 2014. The performance criteria were achieved, and the RSUs become eligible for time-based vesting commencing on March 15, 2014.
- F5The RSUs vested as to 1/8 of the RSUs on June 15, 2014 and 1/8 of the RSU's will vest each three months thereafter such that the RSUs are 100% vested on March 15, 2016.
- F6The restricted stock units vest at the rate of 1/16 per quarter beginning on September 15, 2013.
- F7The restricted stock units vest at the rate of 1/16 per quarter beginning on September 15, 2014.