[Form 4] Astera Labs, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Mohan Jitendra, listed as Chief Executive Officer and a director of Astera Labs, Inc. (ALAB), reported an insider transaction dated 08/20/2025. The filing shows a bona fide gift of 150,000 shares of common stock (transaction code G) transferred at a price of $0 to a non‑affiliated entity. Following the reported transactions, the Form 4 lists total indirect beneficial ownership of 4,130,002 shares held across multiple trusts and estate planning vehicles and several other indirect holdings noted in the filing. The Form 4 was signed by an attorney‑in‑fact, Philip Mazzara, on 08/21/2025.

Positive

• Timely Section 16 disclosure filed showing compliance with insider reporting requirements
• Clear explanation of indirect holdings held in named trusts and estate planning vehicles
• Transaction identified as a bona fide gift, not a sale, with price listed as $0

Negative

• Disposition of 150,000 shares reduces the reporting person's direct holdings by that amount
• Complex indirect ownership structure across multiple trusts may complicate clarity around economic exposure

Insights

Financial Analyst

TL;DR: Routine insider gift of 150,000 shares; notable concentrated indirect holdings across trusts.

The filing documents a non‑cash transfer of 150,000 shares via a bona fide gift, which does not indicate a sale or change in market proceeds. The reporting person retains significant indirect ownership totaling 4,130,002 shares across multiple trusts, which suggests continued economic exposure to the company despite the gift. For investors this is a disclosure of insider activity and ownership structure rather than an operational signal; it provides transparency on share movements but contains no revenue or earnings data.

Corporate Governance Expert

TL;DR: Proper Section 16 disclosure filed; use of trusts and attorney‑in‑fact is typical for estate planning.

The Form 4 shows compliance with timely reporting requirements and includes explanatory notes attributing many holdings to living and estate planning trusts where the reporting person serves as trustee. The transfer is identified as a bona fide gift to a non‑affiliated entity and the form is signed by an attorney‑in‑fact, indicating delegated filing authority. The filing clarifies beneficial ownership statuses and contains standard disclaimers about disclaimed beneficial ownership in trust arrangements.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Mohan Jitendra

(Last) (First) (Middle)

C/O ASTERA LABS, INC.

2345 NORTH FIRST STREET

(Street)

SAN JOSE CA 95131

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Astera Labs, Inc. [ ALAB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	08/20/2025		G(1)		150,000	D	$0	4,130,002	I	By Living Trust(2)
Common Stock								699,999	I	By Trust(3)
Common Stock								700,000	I	By 2021 Trust 1(4)
Common Stock								700,000	I	By 2021 Trust 2(5)
Common Stock								450,001	I	By 2022 Trust 1(6)
Common Stock								450,001	I	By 2022 Trust 2(7)
Common Stock								2,170,877	D

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

Explanation of Responses:

1. Represents a bona fide gift of shares to a non-affiliated entity.

2. These shares are owned directly by a living trust (the "Living Trust"), of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

3. These shares are owned directly by an estate planning trust (the "Trust"). The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

4. These shares are owned directly by an estate planning trust (the "2021 Trust 1"), of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

5. These shares are owned directly by an estate planning trust (the "2021 Trust 2"), of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

6. These shares are owned directly by an estate planning trust (the "2022 Trust 1"). The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

7. These shares are owned directly by an estate planning trust (the "2022 Trust 2"). The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Remarks:

	/s/ Philip Mazzara, Attorney-in-Fact	08/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Mohan Jitendra report in the Form 4 for ALAB?

The Form 4 reported a bona fide gift of 150,000 shares of Astera Labs common stock on 08/20/2025 and lists indirect beneficial ownership across multiple trusts totaling 4,130,002 shares.

Was the 150,000 share transaction a sale or purchase?

The transaction was reported with code G, indicating a gift, and the price is shown as $0, so it was not a sale or purchase.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Philip Mazzara, Attorney‑in‑Fact, on 08/21/2025.

How much indirect ownership does the filing show?

The filing lists 4,130,002 shares as indirectly beneficially owned through a living trust and several estate planning trusts.

Does the filing indicate the recipient of the gifted shares?

The filing states the gift was made to a non‑affiliated entity but does not identify the specific recipient.