UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e)
On September 29, 2025, the Board of Directors (the “Board”) of Ambiq Micro, Inc. (the “Company”) approved one-time cash bonuses of $328,000, $328,000, $120,000 and $105,000 to Fumihide Esaka, the Company’s Chief Executive Officer, Scott Hanson, the Company’s Chief Technology Officer, Jeff Winzeler, the Company’s Chief Financial Officer and Sean Chen, the Company’s President and Chief Operating Officer, respectively. These bonuses were awarded in recognition of each executive officer’s contributions during the Company’s initial public offering and to ensure retention of such key executives. Also, on September 29, 2025, the Board approved the acceleration of one-third of Mr. Winzeler’s previously issued stock options, effective as of October 1, 2025.
On October 2, 2025, the Board approved awards of time-based restricted stock units (“RSUs”) under the Company’s 2025 Equity Incentive Plan in the amounts of 159,907, 83,819, 52,667 and 56,029 RSUs to Mr. Esaka, Mr. Hanson, Mr. Winzeler and Mr. Chen, respectively. The RSUs will vest over four years, with 25% of the RSUs vesting on October 1, 2026 and 1/12th of the RSUs vesting quarterly thereafter, subject to each executive’s continued service through each vesting date. The RSU awards will be subject to the terms and conditions of the Company’s 2025 Equity Incentive Plan and related award agreements. The RSU awards were made in an effort to ensure retention of the Company’s key executives.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: October 3, 2025 | Ambiq Micro, Inc. | |||||
| By: | /s/ Jeffrey G. Winzeler | |||||
| Jeffrey G. Winzeler | ||||||
| Chief Financial Officer | ||||||