Fastly (FSLY) CEO awarded stock and PRSUs under 2025 bonus plan

Rhea-AI Filing Summary

Fastly, Inc. CEO Charles Lacey Compton III reported equity awards in the form of Class A common stock. On February 28, 2026, he acquired three separate blocks of shares at $0.00 per share as part of compensation arrangements.

One grant reflects a fully vested award under the 2025 Bonus Plan, where the bonus was paid in fully vested restricted stock units instead of cash. Another represents performance-based restricted stock units (PRSUs) earned for meeting pre-set 2025 performance goals, with 33% vesting on the transaction date and the remaining 8.375% vesting quarterly on May 28, August 28, November 28, and February 28, subject to his continued service.

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)
02/28/2026

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	02/28/2026		A		27,226(1)	A	$0	611,745	D
Class A Common Stock	02/28/2026		A		87,259(2)	A	$0	699,004	D
Class A Common Stock	02/28/2026		A		263,277(2)	A	$0	962,281	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. Fully vested. Under the 2025 Bonus Plan, subject to meeting performance criteria, the reporting person was eligible to receive a bonus to be paid in the form of fully-vested restricted stock units.

2. Represents the shares subject to performance-based restricted stock unit awards (PRSUs) earned based on the achievement of pre-established performance goals during the Issuer's fiscal year 2025. 33% of the number of PRSUs vested on the Transaction Date, and 8.375% of the PRSUs will vest in quarterly installments thereafter on May 28, August 28, November 28, and February 28, subject to the Reporting Person's continued service with the Issuer through each applicable vesting date.

Remarks:

	/s/ Tara Seracka, Attorney-in-Fact	03/03/2026
	** 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).
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FAQ

What did Fastly (FSLY) CEO Charles Lacey Compton III report on this Form 4?

He reported equity compensation awards in Fastly Class A common stock. The filing shows multiple stock grants and restricted stock units awarded on February 28, 2026, instead of cash bonuses and tied to pre-set performance goals for fiscal year 2025.

Was the Fastly (FSLY) CEO’s 2025 bonus paid in cash or stock?

The CEO’s 2025 bonus was paid in fully vested restricted stock units. Under Fastly’s 2025 Bonus Plan, he was eligible for a bonus paid in stock units, which are reported here as fully vested equity rather than a cash payment.

What are the performance-based RSUs (PRSUs) reported by Fastly (FSLY) CEO?

The PRSUs are performance-based restricted stock units earned by meeting pre-established 2025 performance goals. These awards convert into Fastly Class A shares based on those goals and then follow a vesting schedule tied to continued service with the company.

How do the Fastly (FSLY) CEO’s PRSUs vest over time?

Thirty-three percent of the PRSUs vested on February 28, 2026. The remaining 8.375% of the PRSUs vest in quarterly installments on May 28, August 28, November 28, and February 28, conditioned on the CEO’s continued service with Fastly.

Did the Fastly (FSLY) CEO buy shares on the open market in this Form 4?

No open-market purchases are reported in this Form 4. All transactions are coded as awards or other acquisitions, reflecting stock-based compensation and performance-based restricted stock units rather than traditional market buys or sells.

What role does the 2025 Bonus Plan play in Fastly (FSLY) CEO’s equity awards?

The 2025 Bonus Plan allows the CEO’s bonus to be delivered as fully vested restricted stock units. This structure ties his compensation more closely to Fastly’s equity, aligning a portion of his pay with the company’s share performance.