Ambarella (AMBA) VP Chen gains RSU bonus and vested performance shares

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Chen Yun-Lung reported acquisition or exercise transactions in this Form 4 filing.

Ambarella Inc. VP Yun-Lung Chen reported equity awards and a performance-based vesting, with no open-market buying or selling. Chen received 2,849 fully vested restricted stock units as payment of his annual bonus under Ambarella’s Fiscal Year 2026 Annual Bonus Plan.

A separate performance-based RSU award granted on April 3, 2023 vested into 4,651 Ordinary Shares after the company’s total stockholder return and revenue growth from February 1, 2023 through January 31, 2026 met the target level, resulting in 100% of the target RSU number vesting. Following these transactions, Chen directly holds 76,371 Ordinary Shares.

Insider Trade Summary

4,651 shares exercised/converted

Mixed 3 txns

Insider Chen Yun-Lung

Role VP, Business Development and M

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	2,849	$0.00	--
Exercise	Performance Stock Units	4,651	$0.00	--
Exercise	Ordinary Shares	4,651	$0.00	--

Holdings After Transaction: Ordinary Shares — 76,371 shares (Direct); Performance Stock Units — 0 shares (Direct)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares. 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 2026 Annual Bonus Plan. Each restricted stock unit represents a contingent right to receive one Ordinary Share. On April 3, 2023, reporting person was granted a performance-based RSU award covering a target number of ordinary shares (the "Target RSU Number"). Pursuant to time-based vesting requirements, the award would vest in full on March 15, 2026. In addition, the number of shares subject to the award could be decreased by up to 100% or increased by up to 150% of the Target RSU Number, based on attainment of specified levels of the Company's total stockholder return and revenue growth over the period of February 1, 2023 through January 31, 2026 (the "TSR Period"). As a result of the Company's performance over the TSR Period, the number of shares that vested was 100% of the Target RSU Number.

Form 4 Insider Transactions: What Each Field Means →

03/19/2026 - 06:42 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chen Yun-Lung

(Last)

(First)

(Middle)

3001 TASMAN DRIVE

(Street)

SANTA CLARA

CALIFORNIA

95054

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AMBARELLA INC [ AMBA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Business Development and M

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	03/17/2026		M		4,651	A	⁽¹⁾	73,522	D
Ordinary Shares	03/18/2026		A		2,849⁽²⁾	A	$0.0	76,371	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Stock Units	⁽¹⁾	03/17/2026		M			4,651	⁽³⁾	03/15/2026⁽³⁾	Ordinary Shares	4,651	$0.0	0	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares.

2. 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 2026 Annual Bonus Plan. Each restricted stock unit represents a contingent right to receive one Ordinary Share.

3. On April 3, 2023, reporting person was granted a performance-based RSU award covering a target number of ordinary shares (the "Target RSU Number"). Pursuant to time-based vesting requirements, the award would vest in full on March 15, 2026. In addition, the number of shares subject to the award could be decreased by up to 100% or increased by up to 150% of the Target RSU Number, based on attainment of specified levels of the Company's total stockholder return and revenue growth over the period of February 1, 2023 through January 31, 2026 (the "TSR Period"). As a result of the Company's performance over the TSR Period, the number of shares that vested was 100% of the Target RSU Number.

	By: /s/ Michael Morehead, Attorney-in-Fact For: Yun-Lung Chen	03/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ambarella (AMBA) executive Yun-Lung Chen report?

Chen reported equity compensation transactions only. He received 2,849 fully vested restricted stock units as an annual bonus and had 4,651 shares vest from a performance-based RSU award, all converting into Ordinary Shares with no open-market trades disclosed.

Were Yun-Lung Chen’s Ambarella (AMBA) Form 4 transactions open-market buys or sells?

They were not open-market trades. The filing shows an award of fully vested restricted stock units and the exercise of performance stock units into Ordinary Shares, all at a stated price of $0.00 per share as equity compensation, with no reported market purchases or sales.

How many Ambarella (AMBA) shares does Yun-Lung Chen hold after these transactions?

After the reported equity awards and performance-based vesting, Chen directly holds 76,371 Ambarella Ordinary Shares. This total reflects the bonus RSU award of 2,849 units and the vesting of 4,651 performance stock units into Ordinary Shares as disclosed in the Form 4.

What triggered the vesting of Yun-Lung Chen’s performance stock units at Ambarella (AMBA)?

The performance RSUs were based on Ambarella’s total stockholder return and revenue growth from February 1, 2023 through January 31, 2026. Company performance over this period led to 100% of the target RSU number vesting on March 15, 2026, yielding 4,651 Ordinary Shares.

How was Yun-Lung Chen’s annual bonus paid according to the Ambarella (AMBA) Form 4?

His annual bonus under Ambarella’s Fiscal Year 2026 Annual Bonus Plan was paid in equity. The filing states he received an award of 2,849 fully vested restricted stock units, each representing a contingent right to receive one Ambarella Ordinary Share at no cash exercise price.

What happened to Yun-Lung Chen’s performance stock units in the Ambarella (AMBA) filing?

A performance-based RSU award granted April 3, 2023 fully vested on March 15, 2026. Based on Ambarella’s performance over the specified period, 4,651 performance stock units converted into the same number of Ordinary Shares, and no derivative balance from that award remained afterward.