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

Rhea-AI Filing Summary

Mohan Jitendra, Chief Executive Officer and director of Astera Labs (ALAB), reported sales of company common stock on 08/07/2025 executed under a Rule 10b5-1 trading plan adopted December 2, 2024. The Form 4 discloses a weighted average sale price of $170.3278 and lists lot-level price ranges and quantities for the transactions in a detailed footnote.

The filing also discloses amounts held indirectly by trusts: a Living Trust with 4,280,002 shares; a Trust with 699,999 shares; 2021 Trusts 1 and 2 with 700,000 shares each; and 2022 Trusts 1 and 2 with 450,001 shares each. The reporting person disclaims beneficial ownership of those trust holdings except to the extent of any pecuniary interest.

Positive

• Sales executed under a Rule 10b5-1 plan, reducing questions about opportunistic timing (plan adopted December 2, 2024).
• Weighted average sale price disclosed at $170.3278 with detailed lot-level price ranges provided in footnote 2.
• Trust-level ownership is itemized with explicit share counts for each trust, improving transparency about indirect holdings.

Negative

• Reported dispositions of common stock on 08/07/2025, which increases available shares in the market.
• Large indirect holdings concentrated in multiple trusts (e.g., Living Trust with 4,280,002 shares), which may affect perceptions of insider liquidity or control.

Insights

Securities Analyst

TL;DR: Insider sales executed under a prearranged 10b5-1 plan; detailed pricing and trust holdings disclosed — neutral without broader context.

The Form 4 shows planned dispositions of common stock executed under a Rule 10b5-1 plan, with a reported weighted average sale price of $170.3278 and lot-level ranges disclosed in footnote 2. Such prearranged plans typically reduce information asymmetry about timing, but the transactions still increase available float and warrant monitoring in the context of total insider holdings and outstanding shares.

Corporate Governance Expert

TL;DR: Disclosure is transparent on mechanics and trust ownership; governance impact is neutral absent pattern or control changes.

The filing provides clear disclosure that the sales were pursuant to a 10b5-1 plan and offers granular price-range data upon request. It also lists substantial indirect holdings across multiple estate-planning trusts and includes customary disclaimers of beneficial ownership. From a governance perspective, properly documented, preplanned sales and explicit trust disclosures support transparency; they do not by themselves indicate a change in control or a governance event.

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
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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)
08/07/2025

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	08/07/2025		S(1)		25,423	D	$170.3278(2)(3)	4,280,002	I	By Living Trust(4)
Common Stock	08/07/2025		S(1)		25,414	D	$170.3278(2)(3)	699,999	I	By Trust(5)
Common Stock	08/07/2025		S(1)		25,420	D	$170.3278(2)(3)	700,000	I	By 2021 Trust 1(6)
Common Stock	08/07/2025		S(1)		25,420	D	$170.3278(2)(3)	700,000	I	By 2021 Trust 2(7)
Common Stock	08/07/2025		S(1)		25,420	D	$170.3278(2)(3)	450,001	I	By 2022 Trust 1(8)
Common Stock	08/07/2025		S(1)		25,420	D	$170.3278(2)(3)	450,001	I	By 2022 Trust 2(9)
Common Stock								2,262,318	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. The sales reported in this Form 4 occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 2, 2024.

2. The price reported in Column 4 is a weighted average price of the aggregate number of shares sold. These shares were sold in multiple transactions in bulk with 3,160 shares sold at prices ranging from $165.3050 to $166.2800, 10,096 shares sold at prices ranging from $166.3000 to $167.2800, 12,689 shares sold at prices ranging from $167.3000 to $168.2900, 20,361 shares sold at prices ranging from $168.3000 to $169.2550, 23,013 shares sold at prices ranging from $169.3000 to $170.2950, 31,359 shares sold at prices ranging from $170.3100 to $171.3000, 28,702 shares sold at prices ranging from $171.3100 to $172.3000, 12,696 shares sold at prices ranging from $172.3300 to $173.2700, 9,562 shares sold at prices ranging from $173.3500 to $174.2200, and 879 shares sold at prices ranging from $174.8600 to $175.0000, inclusive.

3. (Continued from footnote 2) The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2.

4. 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.

5. 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.

6. 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.

7. 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.

8. 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.

9. 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	08/11/2025
	** 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

Who reported the Form 4 for Astera Labs (ALAB)?

The Form 4 was reported by Mohan Jitendra, who is listed as Chief Executive Officer and a director of Astera Labs.

What transactions are disclosed on this ALAB Form 4?

The filing discloses sales of common stock executed on 08/07/2025 under a Rule 10b5-1 trading plan.

At what price were the ALAB shares sold?

The Form reports a weighted average sale price of $170.3278 and provides lot-level price ranges and quantities in footnote 2.

Does the filing disclose trust holdings for the reporting person?

Yes. The filing lists indirect holdings including 4,280,002 shares in a Living Trust; 699,999 in a Trust; 700,000 each in 2021 Trusts 1 and 2; and 450,001 each in 2022 Trusts 1 and 2.

Was the sale part of a prearranged trading plan?

Yes. Footnote 1 states the sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 2, 2024.

Will more detail on the per-price share quantities be provided?

The reporting person undertakes to provide, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2.