Patrick W. Grady - Sep 21, 2021 Form 3 Insider Report for Amplitude, Inc. (AMPL)

Role: Director, 10%+ Owner
Signature: /s/ Hoang Vuong, as Attorney-in-Fact for Patrick W. Grady
Stock symbol: AMPL
Transactions as of: Sep 21, 2021
Transactions value $: $0
Form type: 3
Date filed: 9/21/2021, 06:00 PM
Previous filing: Jun 21, 2021
Next filing: Sep 30, 2021

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
holding	AMPL	Class B Common Stock							Sep 21, 2021	Class A Common Stock	167K	$0.00	By Estate Planning Vehicle	F1
holding	AMPL	Class B Common Stock							Sep 21, 2021	Class A Common Stock	2.55M	$0.00	See footnotes	F1, F2, F4
holding	AMPL	Class B Common Stock							Sep 21, 2021	Class A Common Stock	5.33M	$0.00	See footnotes	F1, F3, F4
holding	AMPL	Class B Common Stock							Sep 21, 2021	Class A Common Stock	418K	$0.00	By Sequoia Grove II, LLC	F1, F5

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

Explanation of Responses:

Id	Content
F1	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 Sequoia Capital Global Growth Fund III - Endurance Partners, L.P., for itself and as nominee ("GGF III").
F3	Shares held by Sequoia Capital U.S. Growth Fund VIII, L.P., for itself and as nominee ("GF VIII").
F4	The Reporting Person is a director and stockholder of SC US (TTGP), Ltd., which is (a) the general partner of SCGGF III - Endurance Partners Management, L.P., which is the general partner of GGF III, and (b) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of GF VIII. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his 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 or for any other purposes.
F5	The Reporting Person is a member of Sequoia Grove II, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his 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 or for any other purposes.

Remarks:

Exhibit 24.1 - Power of Attorney