Astera Labs Chief Executive Offloads Shares at $94.54 in Scheduled Transaction

Rhea-AI Filing Summary

Jitendra Mohan, Chief Executive Officer and Director of Astera Labs (ALAB), reported multiple sales of common stock on June 17, 2025, executed through a pre-established Rule 10b5-1 trading plan from December 2, 2024.

The transactions involved the sale of 106,510 total shares at a weighted average price of $94.5417 per share across six different trusts. The sales were executed in multiple tranches with prices ranging from $93.36 to $96.78 per share.

Following the transactions, Mohan's holdings are distributed as follows:

• Direct ownership: 2,262,318 shares
• Indirect ownership through various trusts: - Living Trust: 4,351,010 shares - Trust: 771,003 shares - 2021 Trusts: 1,542,014 shares combined - 2022 Trusts: 1,042,016 shares combined

The filing indicates Mohan disclaims beneficial ownership of the trust-held securities except for his pecuniary interest.

Positive

• None.

Negative

• CEO Jitendra Mohan sold 106,510 shares for approximately $10.1M through a pre-planned 10b5-1 trading plan, with sales executed at prices ranging from $93.36 to $96.78 per share

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)
06/17/2025

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	06/17/2025		S(1)		17,752	D	$94.5417(2)	4,351,010	I	By Living Trust(3)
Common Stock	06/17/2025		S(1)		17,752	D	$94.5417(2)	771,003	I	By Trust(4)
Common Stock	06/17/2025		S(1)		17,752	D	$94.5417(2)	771,007	I	By 2021 Trust 1(5)
Common Stock	06/17/2025		S(1)		17,752	D	$94.5417(2)	771,007	I	By 2021 Trust 2(6)
Common Stock	06/17/2025		S(1)		17,751	D	$94.5417(2)	521,008	I	By 2022 Trust 1(7)
Common Stock	06/17/2025		S(1)		17,751	D	$94.5417(2)	521,008	I	By 2022 Trust 2(8)
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 15,279 shares sold at prices ranging from $96.7800 to $95.7950, 21,998 shares sold at prices ranging from $95.7750 to $94.7800, 44,589 shares sold at prices ranging from $94.7700 to $93.7800, and 24,644 shares sold at prices ranging from $93.7700 to $93.3600, inclusive. 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 this footnote.

3. 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.

4. 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.

5. 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.

6. 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.

7. 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.

8. 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	06/18/2025
	** 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

How many ALAB shares did CEO Jitendra Mohan sell on June 17, 2025?

CEO Jitendra Mohan sold a total of 106,510 shares of ALAB common stock on June 17, 2025, with the sales distributed across multiple trusts (approximately 17,752 shares from each of four trusts and 17,751 shares from two trusts).

What was the selling price of ALAB stock in Jitendra Mohan's June 2025 transaction?

The shares were sold at a weighted average price of $94.5417 per share, with transactions occurring at various price points: 15,279 shares at $96.78-$95.795, 21,998 shares at $95.775-$94.78, 44,589 shares at $94.77-$93.78, and 24,644 shares at $93.77-$93.36.

Was ALAB CEO Mohan's stock sale planned or spontaneous?

The sale was pre-planned, executed automatically pursuant to a Rule 10b5-1 trading plan that CEO Jitendra Mohan adopted on December 2, 2024. This type of plan is commonly used by insiders to avoid accusations of trading on material non-public information.

How many ALAB shares does Jitendra Mohan directly own after the June 2025 sale?

After the reported transactions, Jitendra Mohan directly owned 2,262,318 shares of ALAB common stock. However, he also has indirect ownership through various trusts totaling over 7.7 million additional shares.

What is the total indirect ownership of ALAB shares by Mohan through trusts?

Following the transactions, Mohan's indirect ownership through trusts included: 4,351,010 shares in Living Trust, 771,003 shares in Trust, 771,007 shares each in 2021 Trust 1 and 2, and 521,008 shares each in 2022 Trust 1 and 2, totaling approximately 7.7 million shares held indirectly.