FSLY Insider Filing: CTO Bergman Sells RSU Shares Under 10b5-1 Plan
Rhea-AI Filing Summary
Artur Bergman, Fastly, Inc. CTO and Director, reported sales of Class A common stock on 08/18/2025 and 08/19/2025. On 08/18/2025 he sold 26,418 shares at a weighted-average price of $6.88 to satisfy tax obligations from RSU vesting. On 08/19/2025 he sold 19,353 shares pursuant to a Rule 10b5-1 trading plan adopted June 3, 2024, at a weighted-average price of $7.33. Reported direct beneficial ownership was 3,599,616 shares after the 08/18 sale and 3,580,263 after the 08/19 sale. He also reports multiple indirect holdings through trusts totaling specific positions (for example, 2,500,558, 840,005, 109,686, 50,481, 792,998, and 156,521 shares) as described in footnotes.
Positive
- Sales disclosed with stated purpose: 08/18 sale explicitly for RSU tax withholding, improving transparency
- Use of 10b5-1 plan for the 08/19 sale indicates pre-arranged trading and reduces appearance of opportunistic timing
- Detailed indirect ownership disclosure via multiple trusts clarifies economic exposure and reporting person roles
Negative
- None.
Insights
TL;DR: Insider sales were small relative to total reported holdings and were executed for tax withholding and under a 10b5-1 plan, indicating routine liquidity management.
The reported dispositions on 08/18/2025 (26,418 shares at a weighted-average $6.88) and 08/19/2025 (19,353 shares at a weighted-average $7.33) appear to be administrative: the first to satisfy RSU tax obligations and the second under a pre-established 10b5-1 plan dated June 3, 2024. Direct holdings remained above 3.5 million shares after transactions. Multiple indirect trust holdings are disclosed with specific share counts, which should be aggregated by investors seeking total economic exposure. No derivative transactions or additional material events are disclosed in this filing.
TL;DR: Disclosures follow Form 4 norms: sales are explained in footnotes and executed under established plan, demonstrating compliance and transparency.
The Form 4 clearly states the nature of the 08/18 sale (tax withholding on vested RSUs) and the 08/19 sale (executed pursuant to a Rule 10b5-1 plan). Footnotes identify the reporting person’s roles in related trusts (settlor, trustee, investment advisor), which clarifies indirect ownership pathways. Signature by an attorney-in-fact is provided. From a governance perspective, the filing contains the required explanations and does not reveal unexpected insider activity beyond routine liquidity and tax-related dispositions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 19,353 | $7.33 | $142K |
| Sale | Class A Common Stock | 26,418 | $6.88 | $182K |
| 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)
- Shares sold to satisfy tax obligations in connection with the vesting of previously granted Restricted Stock Units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.84 to $6.88. 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 ranges set forth in footnotes (2) and (4) to this Form 4. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2024. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.13 to $7.53, inclusive. 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.
