Fastly, Inc. — Director's Dealing 2020

Feb 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fastly, Inc. (FSLY)
CIK: 0001517413
Period of Report: 2020-02-26

Reporting Person: Amplify GP Partners, LLC (10% Owner)
Reporting Person: Amplify Partners, L.P. (10% Owner)
Reporting Person: AP Opportunity Fund LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-26	Class A Common Stock	C	2200000	$0.00	Acquired	2200000	Indirect
2020-02-26	Class A Common Stock	C	595964	$0.00	Acquired	595964	Indirect
2020-02-26	Class A Common Stock	J	2200000	$0.00	Disposed	0	Indirect
2020-02-26	Class A Common Stock	J	595964	$0.00	Disposed	0	Indirect
2020-02-26	Class A Common Stock	J	555721	$0.00	Acquired	555721	Indirect
2020-02-26	Class A Common Stock	J	555721	$0.00	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-26	Class B Common Stock	$	C	2200000	Disposed		Class A Common Stock (2200000)	Indirect
2020-02-26	Class B Common Stock	$	C	595964	Disposed		Class A Common Stock (595964)	Indirect

Footnotes

F1: Each share of Class B Common Stock converted into Class A Common Stock upon the election of the reporting person.

F2: These shares are held directly by Amplify Partners, L.P. The sole general partner is Amplify GP Partners, LLC. Sunil Dhaliwal, a member of the Issuer's Board of Directors, is a managing member of Amplify GP Partners, LLC, and may be deemed to have voting and investment power with respect to these securities. Amplify GP Partners, LLC and Sunil Dhaliwal disclaim beneficial ownership of the securities except to the extent of its or his pecuniary interest therein.

F3: These shares are held directly by AP Opportunity Fund LLC. The sole general partner is Amplify GP Partners, LLC. Sunil Dhaliwal, a member of the Issuer's Board of Directors, is a managing member of Amplify GP Partners, LLC, and may be deemed to have voting and investment power with respect to these securities. Amplify GP Partners, LLC and Sunil Dhaliwal disclaim beneficial ownership of the securities except to the extent of its or his pecuniary interest therein.

F4: The reporting person distributed, for no consideration, the shares of Class A Common Stock to its partners, representing each such partner's pro rata interest in such shares.

F5: The reporting person distributed, for no consideration, the shares of Class A Common Stock to its members.

F6: These shares are held directly by Amplify GP Partners, LLC. Sunil Dhaliwal, a member of the Issuer's Board of Directors, is a managing member of Amplify GP Partners, LLC, and may be deemed to have voting and investment power with respect to these securities. Amplify GP Partners, LLC and Sunil Dhaliwal disclaim beneficial ownership of the securities except to the extent of its or his pecuniary interest therein.

F7: Each share of Class B Common Stock will convert automatically into Class A Common Stock upon any transfer except certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation. All outstanding shares of Class B Common Stock will convert into shares of Class A Common Stock upon the earliest of (i) the first trading day falling nine months after the date on which the shares of Class B Common Stock represent less than 10% of the aggregate number of outstanding shares of Class A Common Stock and Class B Common Stock, (ii) the date specified by the vote of the holders of Class B Common Stock representing at least a majority of the outstanding shares of Class B Common Stock, or (iii) the first trading day falling ten years after the Effective Time as defined in the Issuer's amended and restated certificate of incorporation.