Astera Labs (ALAB) officer reports 142,000-share gifts via trusts

Rhea-AI Filing Summary

Astera Labs, Inc.'s director and President & COO reported gifting common stock held through an estate-planning trust. On 12/01/2025 and 12/02/2025, a trust labeled “Trust 1” made two bona fide gifts of 71,000 shares each of Astera Labs common stock, reported at a price of $0 per share using transaction code G for gifts.

Following these transactions, the reporting person is shown as indirectly holding 5,864,213 shares through Trust 1, 695,000 shares through “Trust 2,” and 695,000 shares through “Trust 3,” along with 1,599,750 shares held directly. The trusts are described as estate planning vehicles, and the reporting person disclaims beneficial ownership of the trust-held shares except to the extent of any pecuniary interest.

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

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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^*

Gajendra Sanjay

(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)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		G(1)		71,000	D	$0	5,935,213	I	By Trust 1(2)
Common Stock	12/02/2025		G(1)		71,000	D	$0	5,864,213	I	By Trust 1(2)
Common Stock								695,000	I	By Trust 2(3)
Common Stock								695,000	I	By Trust 3(4)
Common Stock								1,599,750	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 an estate planning trust ("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.

3. These shares are owned directly by an estate planning trust ("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.

4. These shares are owned directly by an estate planning trust ("Trust 3"). 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	12/03/2025
	** 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 insider transaction did Astera Labs (ALAB) report in this Form 4?

The filing reports two bona fide gifts of 71,000 Astera Labs common shares each, made on 12/01/2025 and 12/02/2025 by an estate planning trust associated with a director and President & COO.

How many Astera Labs shares were gifted in total by the reporting person?

The estate planning trust labeled “Trust 1” reported gifting a total of 142,000 Astera Labs common shares, in two equal gifts of 71,000 shares on consecutive days.

What is the reporting person’s role at Astera Labs (ALAB)?

The reporting person is identified as both a Director and an Officer of Astera Labs, serving as President and COO.

How many Astera Labs shares does the reporting person hold indirectly after the gifts?

After the reported gifts, the filing shows indirect holdings of 5,864,213 shares through “Trust 1,” plus 695,000 shares through “Trust 2” and 695,000 shares through “Trust 3.”

How many Astera Labs shares does the insider hold directly after these transactions?

The filing lists 1,599,750 Astera Labs common shares as held directly by the reporting person following the reported transactions.

Does the Astera Labs insider claim full beneficial ownership of the trust-held shares?

No. For each of the three estate planning trusts, the reporting person disclaims beneficial ownership of the shares, except to the extent of any pecuniary interest.

What does transaction code G mean in this Astera Labs Form 4?

Transaction code G in the filing is described as representing a bona fide gift of Astera Labs common shares by the estate planning trust.