Sec Form 4 Filing - Battery Partners XI, LLC @ Amplitude, Inc. - 2023-03-21

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Battery Partners XI, LLC 2. Issuer Name and Ticker or Trading Symbol Amplitude, Inc. [ AMPL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE MARINA PARK DRIVE, SUITE 1100 3. Date of Earliest Transaction (MM/DD/YY) 03/21/2023 (Street) BOSTON, MA02210 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Class A Common Stock 03/21/2023 J( 1 ) 36,000 D $ 0 154,579 I By Battery Investment Partners XI, LLC ( 2 ) Class A Common Stock 03/21/2023 J( 3 ) 776,762 D $ 0 3,335,348 I By Battery Ventures XI-A, L.P. ( 4 ) Class A Common Stock 03/21/2023 J( 5 ) 807,008 D $ 0 3,465,221 I By Battery Ventures XI-A Side Fund, L.P. ( 6 ) Class A Common Stock 03/21/2023 J( 7 ) 205,238 D $ 0 881,274 I By Battery Ventures XI-B, L.P. ( 8 ) Class A Common Stock 03/21/2023 J( 9 ) 174,992 D $ 0 751,403 I By Battery Ventures XI-B Side Fund, L.P. ( 10 ) Class A Common Stock 03/21/2023 J( 11 ) 186,943 A $ 0 186,943 I By Battery Partners XI, LLC ( 12 ) Class A Common Stock 03/21/2023 J( 13 ) 186,943 D $ 0 0 I By Battery Partners XI, LLC ( 12 ) Class A Common Stock 03/21/2023 J( 14 ) 186,952 A $ 0 186,952 I By Battery Partners XI Side Fund, LLC ( 15 ) Class A Common Stock 03/21/2023 J( 16 ) 186,952 D $ 0 0 I By Battery Partners XI Side Fund, LLC ( 15 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Battery Partners XI, LLC ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Battery Partners XI Side Fund, LLC ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Battery Investment Partners XI, LLC ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Battery Ventures XI-A Side Fund, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Battery Ventures XI-A, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Battery Ventures XI-B Side Fund, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Battery Ventures XI-B, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON, MA02210 X Signatures /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners XI, LLC 03/23/2023 Signature of Reporting Person Date /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners XI Side Fund, LLC 03/23/2023 Signature of Reporting Person Date /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Investment Partners XI, LLC 03/23/2023 Signature of Reporting Person Date /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-A Side Fund, L.P. 03/23/2023 Signature of Reporting Person Date /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-A, L.P. 03/23/2023 Signature of Reporting Person Date /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-B Side Fund, L.P. 03/23/2023 Signature of Reporting Person Date /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-B, L.P. 03/23/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a pro rata, in-kind distributio n, and not a purchase or sale of securities, by Battery Investment Partners XI, LLC ("BIP XI") to its members without additional consideration. ( 2 )Shares held by BIP XI. Battery Partners XI, LLC ("BP XI") is the managing member of BIP XI and may be deemed to beneficially own the shares held by BIP XI. BP XI disclaims beneficial ownership of these securities except to the extent of its 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 of for any other purpose. ( 3 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-A, L.P. ("BV XI-A") to its general partner and limited partners without additional consideration. ( 4 )Shares held by BV XI-A. BP XI is the general partner of BV XI-A and may be deemed to beneficially own the shares held by BV XI-A. BP XI disclaims beneficial ownership of these securities except to the extent of its 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 of for any other purpose. ( 5 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF") to its general partner and limited partners without additional consideration. ( 6 )Shares held by BV XI-A SF. Battery Partners XI Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF and may be deemed to beneficially own the shares held by BV XI-A SF. BP XI SF disclaims beneficial ownership of these securities except to the extent of its 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 of for any other purpose. ( 7 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-B, L.P. ("BV XI-B") to its general partner and limited partners without additional consideration. ( 8 )Shares held by BV XI-B. BP XI is the general partner of BV XI-B and may be deemed to beneficially own the shares held by BV XI-B. BP XI disclaims beneficial ownership of these securities except to the extent of its 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 of for any other purpose. ( 9 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF") to its general partner and limited partners without additional consideration. ( 10 )Shares held by BV XI-B SF. BP XI SF is the general partner of BV XI-B SF and may be deemed to beneficially own the shares held by BV XI-B SF. BP XI SF disclaims beneficial ownership of these securities except to the extent of its 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 of for any other purpose. ( 11 )Represents receipt of shares in the distribution in kind described in footnotes (3) and (7). ( 12 )Shares held by BP XI. ( 13 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by BP XI to its members without consideration. ( 14 )Represents receipt of shares in the distribution in kind described in footnotes (5) and (9). ( 15 )Shares held by BP XI SF. ( 16 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by BP XI SF to its members without consideration.

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).

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