Fastly (NYSE: FSLY) CEO sells 12,916 shares to cover tax obligations

Rhea-AI Filing Summary

Fastly, Inc. CEO and director Charles Lacey Compton III reported an open-market sale of 12,916 shares of Class A common stock at a weighted average price of $17.53 per share. According to the filing, the shares were sold to satisfy tax obligations tied to the vesting of previously granted restricted stock units. After this transaction, Compton directly owns 599,316 Fastly shares.

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^*

Compton Charles Lacey III

(Last) (First) (Middle)

C/O FASTLY, INC.

475 BRANNAN STREET, SUITE 300

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fastly, Inc. [ FSLY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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
Class A Common Stock	02/18/2026		S(1)		12,916	D	$17.53(2)	599,316	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. Shares sold to satisfy tax obligations in connection with the vesting of previously granted Restricted Stock Units.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.36 to $17.53. 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 range set forth in footnote (2) to this Form 4.

Remarks:

	/s/ Tara Seracka, Attorney-in-Fact	02/20/2026
	** 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 Fastly (FSLY) CEO Charles Lacey Compton III report in this Form 4?

The Form 4 shows Fastly CEO Charles Lacey Compton III sold 12,916 shares of Class A common stock. The transaction was an open-market sale at a weighted average price of $17.53 per share, disclosed as a tax-related sale.

Why did the Fastly (FSLY) CEO sell 12,916 shares?

The CEO sold 12,916 shares to satisfy tax obligations arising from the vesting of previously granted restricted stock units. This indicates the transaction was related to equity compensation rather than a discretionary portfolio change.

What price did Fastly’s CEO receive for the shares sold in this Form 4?

The filing reports a weighted average price of $17.53 per share. Shares were sold in multiple trades between $17.36 and $17.53, and detailed trade breakdowns are available upon request from the company, shareholders, or SEC staff.

How many Fastly (FSLY) shares does the CEO hold after this transaction?

After the sale, Fastly’s CEO directly owns 599,316 shares of Class A common stock. This remaining ownership reflects his ongoing equity stake following the 12,916-share sale for tax withholding purposes.

Is the Fastly CEO’s 12,916-share sale a buy or sell transaction?

The Form 4 records the transaction as a sale, coded “S” for open-market or private sale. It is further described as an open-market sale conducted primarily to cover tax obligations linked to restricted stock unit vesting.

How many total shares did the Fastly CEO sell in this Form 4?

The CEO sold 12,916 shares of Fastly Class A common stock in this reported transaction. The Form 4 transaction summary indicates a net-sell direction of 12,916 shares, with no corresponding buy or acquisition entries.