Amendment: SEC Form SCHEDULE 13G/A filed by Amplitude Inc.
$AMPL
Computer Software: Prepackaged Software
Technology
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 2)
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Amplitude, Inc. (Name of Issuer) |
Class A common stock, $0.00001 par value per share (Title of Class of Securities) |
03213A104 (CUSIP Number) |
06/30/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 03213A104 |
| 1 | Names of Reporting Persons
GIC Private Ltd | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
SINGAPORE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,977,818.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: (1) Amount represented in Rows (6), (8), and (9) consists of 4,977,818 shares of the Issuer's Class B common stock, $0.00001 par value per share (the "Class B common stock"), held of record by Jasmine Ventures Pte. Ltd. Jasmine Ventures Pte. Ltd. shares the power to vote and dispose of these shares with GIC Special Investments Pte. Ltd. and GIC Private Limited, both of which are private limited companies incorporated in Singapore. GIC Special Investments Pte. Ltd. is wholly owned by GIC Private Limited and is the private equity investment arm of GIC Private Limited. GIC Private Limited is wholly owned by the Government of Singapore and was set up with the sole purpose of managing Singapore's foreign reserves. The Government of Singapore disclaims beneficial ownership of these shares.
(2) Each share of Class B common stock is convertible at any time, at the option of the holder, into one share of the Issuer's Class A common stock, $0.00001 par value per share (the "Class A common stock").
(3) Percent of class represented in Row (11) is based on the quotient obtained by dividing (a) 4,977,818 Class B common stock shares, beneficially owned by the Reporting Person as set forth in Row 9; by (b) the sum of (i) 98,795,586 Class A common stock outstanding as of May 2, 2025 as reported in the Issuer's Form 10-Q for the quarterly period ended March 31, 2025 filed with the Securities and Exchange Commission on March 31, 2025; and (ii) 4,977,818 Class B common stock shares beneficially owned by the Reporting Person. The 4,977,818 shares of Class B common stock beneficially owned by the Reporting Person are treated as converted into Class A common stock only for the purpose of computing the percentage ownership of the Reporting Person.
SCHEDULE 13G
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| CUSIP No. | 03213A104 |
| 1 | Names of Reporting Persons
GIC Special Investments Private Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
SINGAPORE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,977,818.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: (1) Amount represented in Rows (6), (8), and (9) consists of 4,977,818 shares of the Issuer's Class B common stock, $0.00001 par value per share (the "Class B common stock"), held of record by Jasmine Ventures Pte. Ltd. Jasmine Ventures Pte. Ltd. shares the power to vote and dispose of these shares with GIC Special Investments Pte. Ltd. and GIC Private Limited, both of which are private limited companies incorporated in Singapore. GIC Special Investments Pte. Ltd. is wholly owned by GIC Private Limited and is the private equity investment arm of GIC Private Limited. GIC Private Limited is wholly owned by the Government of Singapore and was set up with the sole purpose of managing Singapore's foreign reserves. The Government of Singapore disclaims beneficial ownership of these shares.
(2) Each share of Class B common stock is convertible at any time, at the option of the holder, into one share of the Issuer's Class A common stock, $0.00001 par value per share (the "Class A common stock").
(3) Percent of class represented in Row (11) is based on the quotient obtained by dividing (a) 4,977,818 Class B common stock shares, beneficially owned by the Reporting Person as set forth in Row 9; by (b) the sum of (i) 98,795,586 Class A common stock outstanding as of May 2, 2025 as reported in the Issuer's Form 10-Q for the quarterly period ended March 31, 2025 filed with the Securities and Exchange Commission on March 31, 2025; and (ii) 4,977,818 Class B common stock shares beneficially owned by the Reporting Person. The 4,977,818 shares of Class B common stock beneficially owned by the Reporting Person are treated as converted into Class A common stock only for the purpose of computing the percentage ownership of the Reporting Person.
SCHEDULE 13G
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| CUSIP No. | 03213A104 |
| 1 | Names of Reporting Persons
Jasmine Ventures Pte. Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
SINGAPORE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,977,818.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: (1) Amount represented in Rows (6), (8), and (9) consists of 4,977,818 shares of the Issuer's Class B common stock, $0.00001 par value per share (the "Class B common stock"), held of record by Jasmine Ventures Pte. Ltd. Jasmine Ventures Pte. Ltd. shares the power to vote and dispose of these shares with GIC Special Investments Pte. Ltd. and GIC Private Limited, both of which are private limited companies incorporated in Singapore. GIC Special Investments Pte. Ltd. is wholly owned by GIC Private Limited and is the private equity investment arm of GIC Private Limited. GIC Private Limited is wholly owned by the Government of Singapore and was set up with the sole purpose of managing Singapore's foreign reserves. The Government of Singapore disclaims beneficial ownership of these shares.
(2) Each share of Class B common stock is convertible at any time, at the option of the holder, into one share of the Issuer's Class A common stock, $0.00001 par value per share (the "Class A common stock").
(3) Percent of class represented in Row (11) is based on the quotient obtained by dividing (a) 4,977,818 Class B common stock shares, beneficially owned by the Reporting Person as set forth in Row 9; by (b) the sum of (i) 98,795,586 Class A common stock outstanding as of May 2, 2025 as reported in the Issuer's Form 10-Q for the quarterly period ended March 31, 2025 filed with the Securities and Exchange Commission on March 31, 2025; and (ii) 4,977,818 Class B common stock shares beneficially owned by the Reporting Person. The 4,977,818 shares of Class B common stock beneficially owned by the Reporting Person are treated as converted into Class A common stock only for the purpose of computing the percentage ownership of the Reporting Person.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Amplitude, Inc. | |
| (b) | Address of issuer's principal executive offices:
201 Third Street, Suite 200, San Francisco, California, 94103 | |
| Item 2. | ||
| (a) | Name of person filing:
GIC Private Limited
GIC Special Investments Private Limited
Jasmine Ventures Pte. Ltd. | |
| (b) | Address or principal business office or, if none, residence:
168 Robinson Road
#37-01 Capital Tower
Singapore 068912 | |
| (c) | Citizenship:
GIC Private Limited - Republic of Singapore
GIC Special Investments Private Limited - Republic of Singapore
Jasmine Ventures Pte. Ltd. - Republic of Singapore | |
| (d) | Title of class of securities:
Class A common stock, $0.00001 par value per share | |
| (e) | CUSIP No.:
03213A104 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
Ownership information with respect to GIC Private Limited ("GIC PL") is incorporated by reference from items (5) through (9) and (11) of the cover page, and the associated footnotes.
Jasmine Ventures Pte. Ltd. ("Jasmine") shares the power to vote and the power to dispose of 4,977,818 shares of Class B common stock with GIC Special Investments Pte. Ltd. ("GIC SI") and GIC PL, both of which are private limited companies incorporated in Singapore. GIC SI is wholly owned by GIC PL and is the private equity investment arm of GIC PL. GIC PL is wholly owned by the Government of Singapore and was set up with the sole purpose of managing Singapore's foreign reserves. The Government of Singapore disclaims beneficial ownership of these shares.
GIC PL is a fund manager and only has two clients - the Government of Singapore ("GoS") and the Monetary Authority of Singapore ("MAS"). Under the investment management agreement with GoS, GIC PL has been given the sole discretion to exercise the voting rights attached to, and the disposition of, any shares managed on behalf of GoS.
GIC PL is wholly owned by the GoS and was set up with the sole purpose of managing Singapore's foreign reserves. The GoS disclaims beneficial ownership of these shares. | |
| (b) | Percent of class:
4.80% | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
4,977,818 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
4,977,818 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Exhibit Information
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Exhibit Description
A Joint Filing Agreement (incorporated by reference to Exhibit A to the Schedule 13G filed by the Reporting Persons on February 14, 2022) |