Todd Nightingale - Sep 6, 2022 Form 4 Insider Report for Fastly, Inc. (FSLY)

Role: CEO, Director
Signature: /s/ Karen Greenstein, Attorney-in-Fact
Stock symbol: FSLY
Transactions as of: Sep 6, 2022
Transactions value $: $0
Form type: 4
Date filed: 9/6/2022, 06:14 PM
Previous filing: Sep 6, 2022
Next filing: Nov 18, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FSLY	Class A Common Stock	Award	$0	+1.3M		$0.00	1.3M	Sep 6, 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	FSLY	Performance rights	Award	$0	+1.3M		$0.00	1.3M	Sep 6, 2022	Class A Common Stock	1.3M		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The shares are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. 100% of the RSUs are initially subject to vesting over a period of four years. 40% of the RSUs vest in four equal quarterly installments for one year, thereafter 30% of the RSUs vest in four equal quarterly installments for one year, thereafter 20% of the RSUs vest in four equal quarterly installments for one year, and thereafter the remaining 10% of the RSUs vest in four equal quarterly installments for one year, in each case subject to the Reporting Person's continued service with the Issuer through each applicable vesting date.
F2	The shares are represented by performance-based restricted stock units (PRSUs). Each PRSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. One fourth of the PRSUs will vest upon the Issuer's Class A Common Stock achieving a market price of $17.25 per share (with the earliest such vesting date being the first quarterly vesting date after the first anniversary of the grant date, including if the performance condition is satisfied before such date); one fourth of the PRSUs will vest upon the Issuer's Class A Common Stock achieving a market price of $23.00 per share (with the earliest such vesting date being the first quarterly vesting date after the second anniversary of the grant date, including if the performance condition is satisfied before such date);
F3	one fourth of the PRSUs will vest upon the Issuer's Class A Common Stock achieving a market price of $34.50 per share (with the earliest such vesting date being the first quarterly vesting date after the third anniversary of the grant date, including if the performance condition is satisfied before such date);one fourth of the PRSUs will vest upon the Issuer's Class A Common Stock achieving a market price of $46.00 per share (with the earliest such vesting date being the first quarterly vesting date after the fourth anniversary of the grant date, including if the performance condition is satisfied before such date). Any unvested tranche will be forfeited if the applicable market price is not achieved on or before September 6, 2027.