SEC Form 4 · accession 0001280263-19-000005
AMBARELLA INC · AMBA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Feng-Ming Wang
Officer — CEO · Director
Period of report
Mar 4, 2019
Accepted (ET)
Mar 4, 2019 · 7:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001280263
Table I — non-derivative securities
No Table I lines on this filing.
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,F2 | — | Mar 4, 2019 | A | 83,334 | A | — | Mar 15, 2021 | Ordinary Shares | 83,334 | 83,334 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares.
- F2On June 7, 2018, reporting person was granted an award of RSUs covering a target of 41,667 ordinary shares (the "Target RSU Number"), subject to the 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 as described below. On February 28, 2019, the Company's Board of Directors determined that the performance criteria for the RSUs had been satisfied at a level that resulted in 200% of the Target RSU Number becoming eligible for time-based vesting. Pursuant to the time-based vesting requirements, 100% of this award is scheduled to vest on March 15, 2021, subject to continued service requirements through such date. In addition, the number of shares subject to the RSUs eligible to vest on March 15, 2021 may be increased or decreased by 25% or may remain the same, based on attainment of specified levels of the Company's total stockholder return.