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FSLY Form 4: CEO/Director Disposes 15,335 Shares; Ownership 673,645

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Fastly insider sale by CEO/Director: Charles Lacey Compton III, who serves as Fastly's CEO and a director, reported the sale of 15,335 shares of Class A common stock on 08/18/2025 at a weighted average price of $6.88 per share. The filing states these shares were sold to satisfy tax obligations arising from the vesting of previously granted restricted stock units.

After the reported disposition, the reporting person beneficially owns 673,645 shares of Class A common stock. The Form 4 was executed by an attorney-in-fact and includes an undertaking to provide the SEC or the issuer details on the number of shares sold at each price within the reported price range of $6.84 to $6.88.

Positive

  • Reporting person retains significant ownership with 673,645 Class A shares after the sale
  • Sale disclosed as tax-withholding for vested RSUs, a routine and common corporate practice
  • Filing offers to provide detailed per-trade quantities for the $6.84–$6.88 price range, supporting transparency

Negative

  • Disposition of 15,335 shares reduces insider holdings though amount appears modest relative to total ownership

Insights

TL;DR: Routine tax-related sale by CEO; ownership remains substantial at 673,645 shares.

The transaction is disclosed as a sale to satisfy tax withholding from RSU vesting rather than an open-market liquidation for cash needs. The number sold (15,335 shares) is small relative to the remaining beneficial ownership reported (673,645 shares), suggesting no immediate change to control or governance. The filing's footnote clarifies the reported price is a weighted average across multiple sale prices between $6.84 and $6.88 and the reporting person offers to disclose per-trade quantities on request, which supports transparency.

TL;DR: Disclosure aligns with Section 16 reporting norms; no red flags in form or signatures.

The Form 4 identifies the reporting person as both CEO and director and indicates the Form was filed by one reporting person and signed via attorney-in-fact. The explanation that shares were sold solely to satisfy tax obligations is a common, permissible practice for executives receiving RSUs. The filing includes the required undertaking to provide detailed per-price quantities, which addresses potential follow-up transparency questions.

Insider Compton Charles Lacey III
Role CEO
Sold 15,335 shs ($106K)
Type Security Shares Price Value
Sale Class A Common Stock 15,335 $6.88 $106K
Holdings After Transaction: Class A Common Stock — 673,645 shares (Direct)
Footnotes (1)
  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 range set forth in footnote (2) to this Form 4.
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Form 4 Insider Transactions: What Each Field Means →
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).
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)
08/18/2025
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
Class A Common Stock 08/18/2025 S(1) 15,335 D $6.88(2) 673,645 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 $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 range set forth in footnote (2) to this Form 4.
Remarks:
/s/ Tara Seracka, Attorney-in-Fact 08/20/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Fastly CEO Charles Lacey (FSLY) report on the Form 4?

He reported the sale of 15,335 Class A shares on 08/18/2025 at a weighted average price of $6.88 per share to satisfy tax obligations from vested RSUs.

How many Fastly (FSLY) shares does the reporting person own after the transaction?

The reporting person beneficially owns 673,645 Class A shares following the reported disposition.

Why were the shares sold according to the Form 4?

The Form 4 states the shares were sold to satisfy tax obligations in connection with the vesting of previously granted restricted stock units.

What price range is disclosed for the sale on the Form 4?

The filing reports a weighted average price of $6.88 and notes trades occurred in a range of $6.84 to $6.88 with per-trade details available on request.

Was the Form 4 signed and filed properly?

Yes; the Form 4 shows an attorney-in-fact signature (/s/ Tara Seracka) dated 08/20/2025, consistent with filing requirements.