FSLY Form 4: Artur Bergman Sells 58,138 Shares Under 10b5-1 Plan
Rhea-AI Filing Summary
Fastly, Inc. (FSLY) insider sale by CTO Artur Bergman. The reporting person, who is both a director and the Chief Technology Officer, sold 58,138 shares of Class A common stock on 09/02/2025 at a weighted-average price of $7.41 under a Rule 10b5-1 trading plan adopted June 3, 2025. After the sale, Mr. Bergman directly beneficially owns 3,521,276 shares and continues to hold additional indirect positions through several trusts totaling multiple separate share blocks disclosed in the form.
The sale was executed pursuant to a pre-established plan; the filer offered to provide detailed per-transaction pricing on request. No derivative transactions or amendments are reported.
Positive
- Sale executed under a Rule 10b5-1 plan, indicating the transaction was pre-planned and aimed at compliance and predictable liquidity
- Reporting person retains substantial direct ownership of 3,521,276 shares after the sale, maintaining significant alignment with shareholders
Negative
- Insider disposition of 58,138 shares may be viewed by some investors as a reduction in insider stock, though it was pre-planned
- Weighted-average sale price of $7.41 indicates execution at prices in the $7.27–$7.50 range, which may be below recent highs
Insights
TL;DR: Insider sale of 58,138 shares under a 10b5-1 plan; routine liquidity, limited immediate market impact.
The transaction is a single non-derivative sale executed under a Rule 10b5-1 plan, which typically signals a pre-planned disposition rather than opportunistic trading on material nonpublic information. The direct holdings post-sale remain substantial (3.52 million shares), and multiple indirect holdings through trusts preserve long-term exposure. For investors, this is a neutral governance event that provides transparency about insider liquidity while not materially altering control or signaling company-specific adverse developments.
TL;DR: Use of a documented 10b5-1 plan and disclosure of trusts reflects good governance and compliance practice.
The filer disclosed the 10b5-1 adoption date and offered to provide granular execution pricing, which supports regulatory compliance and transparency. The filing also details the nature of multiple indirect holdings (trusts where the reporting person serves as settlor, trustee, or investment advisor), clarifying beneficial ownership structure. This level of disclosure is constructive for shareholders assessing insider alignment and governance, and the reported sale does not indicate a change in board or management roles.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 58,138 | $7.41 | $431K |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (1)
- The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.27 to $7.50. 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. The shares are held by The Per Artur Bergman Revocable Trust, of which the reporting person is settlor, sole trustee, and sole beneficiary. The shares are held by The Artur Bergman Remainder Trust One DTD 5/2/2019, of which the reporting person is the investment advisor. The shares are held by The Artur Bergman Remainder Trust Three DTD 5/2/2019, of which the reporting person is the investment advisor. The shares are held by The Per Artur Bergman Grantor Retained Annuity Trust No. 3, of which the reporting person is trustee. The shares are held by The Per Artur Bergman Grantor Retained Annuity Trust No. 4, of which the reporting person is trustee. The shares are held by The PAB 2021 Remainder Trust, of which the reporting person is the investment advisor.
