0001280263-24-000002.txt : 20240202
0001280263-24-000002.hdr.sgml : 20240202
20240202142947
ACCESSION NUMBER: 0001280263-24-000002
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20240201
FILED AS OF DATE: 20240202
DATE AS OF CHANGE: 20240202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Young John Alexander
CENTRAL INDEX KEY: 0002009866
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35667
FILM NUMBER: 24590361
MAIL ADDRESS:
STREET 1: 3101 JAY STREET
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMBARELLA INC
CENTRAL INDEX KEY: 0001280263
STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674]
ORGANIZATION NAME: 04 Manufacturing
IRS NUMBER: 980459628
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 3101 JAY STREET
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
BUSINESS PHONE: 408-734-8888
MAIL ADDRESS:
STREET 1: 3101 JAY STREET
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
3
1
edgardoc.xml
PRIMARY DOCUMENT
X0206
3
2024-02-01
0
0001280263
AMBARELLA INC
AMBA
0002009866
Young John Alexander
3101 JAY STREET
SANTA CLARA
CA
95054
0
1
0
0
CFO
Ordinary Shares
91582
D
Non-Qualified Stock Option (right to buy)
55.8
2027-03-27
Ordinary Shares
25000
D
Performance Stock Units
2024-03-15
Ordinary Shares
2972
D
Performance Stock Units
2025-03-15
Ordinary Shares
4137
D
Performance Stock Units
2026-03-15
Ordinary Shares
3556
D
A portion of the shares reported in column 2 remain subject to quarterly time-based vesting requirements.
25% of the Shares subject to the option vest on March 27, 2018 and 1/48 of the shares vest monthly thereafter.
Reporting person was granted an award of performance-based RSUs covering a target number of ordinary shares (the "Target RSU Number"). Pursuant to time-based vesting requirements, 100% of this award is scheduled to vest on March 15, 2024, subject to continued service requirements through such date. In addition, the number of shares subject to the RSUs may be increased or decreased by up to 100% of the Target RSU Number or may remain the same, based on attainment of specified levels of the Company's total stockholder return over the period of February 1, 2021 through January 31, 2024.
Each restricted stock unit represents a contingent right to receive one share of Ambarella, Inc. Ordinary Shares.
Reporting person was granted an award of performance-based RSUs covering a target number of ordinary shares (the "Target RSU Number"). Pursuant to time-based vesting requirements, 100% of the Target RSU Number is scheduled to vest on March 15, 2025, subject to continued service requirements through such date. In addition, the number of shares subject to the RSUs may be increased or decreased by up to 100% of the Target RSU Number or may remain the same, based on attainment of specified levels of the Company's total shareholder return over the period of February 1, 2022 through January 31, 2025.
Reporting person was granted an award of performance-based RSUs covering a target number of ordinary shares (the "Target RSU Number"). Pursuant to time-based vesting requirements, 100% of the Target RSU Number is scheduled to vest on March 15, 2026, subject to continued service requirements through such date. In addition, the number of shares subject to the RSUs may be decreased by up to 100% or increased by up to 150% of the Target RSU Number or may remain the same, based on the Company's total shareholder return and revenue growth rate over the period of February 1, 2023 through January 31, 2026.
By: /s/ Michael Morehead, Attorney-in-Fact For: John A. Young
2024-02-02
EX-24
2
poa.txt
EDGAR SUPPORTING DOCUMENT
POWER OF ATTORNEY
The undersigned, as a Section 16 reporting person of Ambarella, Inc.
(the "Company"), hereby constitutes and appoints Feng-Ming Wang
and Michael Morehead, the undersigned's true and lawful
attorneys-in-fact to:
1. prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission (the "SEC")
a Form ID, including amendments thereto, and any other documents
necessary or appropriate to obtain EDGAR codes and passwords enabling
the undersigned to make electronic filings with the SEC of reports required
by Section 16(a) of the Securities Exchange Act of 1934 or any rule or
regulation of the SEC;
2. complete and execute Forms 3, 4 and 5 and other forms and all
amendments thereto as such attorneys-in-fact shall in their discretion
determine to be required or advisable pursuant to Section 16 of the
Securities Exchange Act of 1934 (as amended) and the rules and regulations
promulgated thereunder, or any successor laws and regulations,
as a consequence of the undersigned's ownership, acquisition or
disposition of securities of the Company; and
3. do all acts necessary in order to file such forms with the
Securities and Exchange Commission, any securities exchange or national
association, the Company and such other person or agency as the
attorneys-in-fact shall deem appropriate.
The undersigned hereby ratifies and confirms all that said
attorneys-in-fact and agent shall do or cause to be done by virtue hereof.
The undersigned acknowledges that the foregoing attorneys-in-fact, in serving
in such capacity at the request of the undersigned, is not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934 (as amended).
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 19th day of January, 2024.
Signature: /s/ John A. Young
Print Name: John A. Young