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Fastly, Inc. Director's Dealing 2021

Jun 10, 2021

32048_dirs_2021-06-09_543b8ae7-d226-49de-a752-1fc88b13b612.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fastly, Inc. (FSLY)
CIK: 0001517413
Period of Report: 2021-06-07

Reporting Person: Bergman Artur (Director, Chief Architect, Exec. Chair)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2021-06-07 Class A Common Stock C 14423 $0.00 Acquired 313944 Direct
2021-06-07 Class A Common Stock S 1000 $46.93 Disposed 312944 Direct
2021-06-07 Class A Common Stock S 1100 $47.89 Disposed 311844 Direct
2021-06-07 Class A Common Stock S 1200 $48.99 Disposed 310644 Direct
2021-06-07 Class A Common Stock S 4300 $49.99 Disposed 306344 Direct
2021-06-07 Class A Common Stock S 6823 $50.84 Disposed 299521 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-06-02 Class B Common Stock $ G 1511447 Disposed Class A Common Stock (1511447) Indirect
2021-06-02 Class B Common Stock $ G 711269 Disposed Class A Common Stock (711269) Indirect
2021-06-02 Class B Common Stock $ G 840005 Acquired Class A Common Stock (840005) Indirect
2021-06-02 Class B Common Stock $ G 209686 Acquired Class A Common Stock (209686) Indirect
2021-06-02 Class B Common Stock $ G 209686 Acquired Class A Common Stock (209686) Indirect
2021-06-02 Class B Common Stock $ G 963339 Acquired Class A Common Stock (963339) Direct
2021-06-04 Class B Common Stock $ G 1000000 Disposed Class A Common Stock (1000000) Direct
2021-06-04 Class B Common Stock $ G 1000000 Acquired Class A Common Stock (1000000) Indirect
2021-06-07 Class B Common Stock $ C 14423 Disposed Class A Common Stock (14423) Direct

Footnotes

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

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.38 to $47.31, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the rangesin Footnotes (3) and (7) of this Form 4.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.39 to $48.30, inclusive.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.45 to $49.43, inclusive.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.49 to $50.48, inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.51 to $51.27, inclusive.

F8: Each share of Class B Common Stock will convert automatically into Class A Common Stock upon (a) nine months following the death of the reporting person, or (b) 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 seven years after the Effective Time as defined in the Issuer's amended and restated certificate of incorporation, as amended.

F9: Upon termination of The Artur Bergman 2019 Annuity Trust One, on June 2, 2021, 840,005 shares were distributed to The Arthur Bergman Remainder Trust One DTD 5/2/2019 and 209,686 shares were distributed to The Arthur Bergman Remainder Trust Two DTD 5/2/2019. 461,756 shares were distributed to the reporting person and continue to be reported in this Form 4 as directly owned.

F10: The shares were held by The Artur Bergman 2019 Annuity Trust One, of which the reporting person is trustee.

F11: Upon termination of The Artur Bergman 2019 Annuity Trust Two, on June 2, 2021, 209,686 shares were distributed to The Arthur Bergman Remainder Trust Three DTD 5/2/2019. 501,583 shares were distributed to the reporting person and continue to be reported in this Form 4 as directly held.

F12: The shares were held by The Artur Bergman 2019 Annuity Trust Two, of which the reporting person is trustee.

F13: The shares are held by The Artur Bergman Remainder Trust One DTD 5/2/2019, of which the reporting person is the investment advisor.

F14: The shares are held by The Artur Bergman Remainder Trust Two DTD 5/2/2019, of which the reporting person is the investment advisor.

F15: The shares are held by The Artur Bergman Remainder Trust Three DTD 5/2/2019, of which the reporting person is the investment advisor.

F16: On June 4, 2021, the reporting person transferred the shares to The Per Artur Bergman Grantor Retained Annuity Trust No. 1, of which the reporting person is trustee.

F17: The shares are held by The Per Artur Bergman Grantor Retained Annuity Trust No. 1, of which the reporting person is trustee.