SEC FORM 4 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
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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*
KPCB XVI Associates, LLC

(Last) (First) (Middle)
C/O KLEINER PERKINS CAUFIELD & BYERS
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Ambiq Micro, Inc. [ AMBQ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 07/31/2025 C 748,046 A (1) 1,172,079 I By: KPCB Holdings, Inc., as nominee(2)(3)
Common Stock 07/31/2025 C 98,958 A (1) 1,271,037 I By KPCB Holdings, Inc., as nominee(2)(4)
Common Stock 07/31/2025 C 23,294 A (5) 1,294,331 I By KPCB Holdings, Inc., as nominee(2)(6)
Common Stock 07/31/2025 C 194,618 A (7) 1,488,949 I By KPCB Holdings, Inc., as nominee(2)(8)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series C Convertible Preferred Stock (1) 07/31/2025 C 748,046 (1) (1) Common Stock 748,046 $0 0 I By: KPCB Holdings, Inc., as nominee(2)(3)
Series D Convertible Preferred Stock (1) 07/31/2025 C 98,958 (1) (1) Common Stock 98,958 $0 0 I By: KPCB Holdings, Inc., as nominee(2)(4)
Series E Convertible Preferred Stock (5) 07/31/2025 C 22,594 (5) (5) Common Stock 23,294 $0 0 I By: KPCB Holdings, Inc., as nominee(2)(6)
Series F Convertible Preferred Stock (7) 07/31/2025 C 171,064 (7) (7) Common Stock 194,618 $0 0 I By: KPCB Holdings, Inc., as nominee(2)(8)
1. Name and Address of Reporting Person*
KPCB XVI Associates, LLC

(Last) (First) (Middle)
C/O KLEINER PERKINS CAUFIELD & BYERS
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Kleiner Perkins Caufield & Byers XVI, LLC

(Last) (First) (Middle)
C/O KLEINER PERKINS CAUFIELD & BYERS
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering of common stock and had no expiration date.
2. All shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee" for the accounts of such individuals and entities. The managing member of Kleiner Perkins Caufield & Byers XVI, LLC ("KPCB XVI") and KPCB XVI Founders Fund, LLC ("KPCB XVI Founders") is KPCB XVI Associates, LLC ("KPCB XVI Associates"). L. John Doerr, Beth Seidenberg, Randy Komisar, Theodore E. Schlein, and Wen Hsieh, the managing members of KPCB XVI Associates, exercise shared voting and dispositive control over the shares held by KPCB XVI and KPCB XVI Founders. Such managing members disclaim beneficial ownership of all shares held by KPCB XVI and KPCB XVI Founders except to the extent of their pecuniary interest therein.
3. Consists of 723,286 shares of Series C Convertible Preferred Stock held by KPCB XVI that automatically converted into 723,286 shares of Common Stock, and 24,760 shares of Series C Convertible Preferred Stock held by KPCB XVI Founders that automatically converted into 24,760 shares of Common Stock.
4. Consists of 95,683 shares of Series D Convertible Preferred Stock held by KPCB XVI that automatically converted into 95,683 shares of Common Stock, and 3,275 shares of Series D Convertible Preferred Stock held by KPCB XVI Founders that automatically converted into 3,275 shares of Common Stock.
5. The Series E Convertible Preferred Stock automatically converted immediately prior to the closing of the Issuer's initial public offering and had no expiration date. 22,594 outstanding shares of Series E Convertible Preferred Stock automatically converted into 23,294 shares of Common Stock.
6. Consists of 21,846 shares of Series E Convertible Preferred Stock held by KPCB XVI that automatically converted into 22,523 shares of Common Stock, and 748 shares of Series E Convertible Preferred Stock held by KPCB XVI Founders that automatically converted into 771 shares of Common Stock.
7. The Series F Convertible Preferred Stock automatically converted immediately prior to the closing of the Issuer's initial public offering and had no expiration date. 171,064 outstanding shares of Series F Convertible Preferred Stock automatically converted into 194,618 shares of Common Stock.
8. Consists of 165,402 shares of Series F Convertible Preferred Stock held by KPCB XVI that automatically converted into 188,177 shares of Common Stock, and 5,662 shares of Series F Convertible Preferred Stock held by KPCB XVI Founders that automatically converted into 6,441 shares of Common Stock.
/s/ Susan Biglieri, Chief Financial Officer 07/31/2025
/s/ Susan Biglieri, Chief Financial Officer 07/31/2025
** Signature of Reporting Person Date
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* 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).
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