Todd Nightingale - Nov 15, 2023 Form 4 Insider Report for Fastly, Inc. (FSLY)

Signature
/s/ Karen Greenstein, Attorney-in-Fact
Stock symbol
FSLY
Transactions as of
Nov 15, 2023
Transactions value $
-$3,788,305
Form type
4
Date filed
11/17/2023, 05:07 PM
Previous filing
Aug 18, 2023
Next filing
Feb 21, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FSLY Class A Common Stock Options Exercise +326K +24.53% 1.66M Nov 15, 2023 Direct F1
transaction FSLY Class A Common Stock Sale -$3.79M -233K -14.09% $16.24 1.42M Nov 16, 2023 Direct F2, F3

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 Options Exercise $0 -326K -25% $0.00 978K Nov 15, 2023 Class A Common Stock 326K Direct F1, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the conversion of previously granted performance-based restricted stock units (PRSUs). Each PRSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. 326,086 of the 1,304,347 PRSUs vested based on the achievement of a performance condition (Issuer's Class A Common Stock achieving a sixty-day consecutive trailing average closing price of $17.25 per share).
F2 Shares sold to satisfy tax obligations in connection with the vesting of previously granted Restricted Stock Units and PRSUs.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.12 to $16.31. 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 footnote (3) to this Form 4.
F4 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 September 6, 2022, 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 September 6, 2022, including if the performance condition is satisfied before such date);
F5 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 September 6, 2022, 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 September 6, 2022, 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.
F6 Represents the maximum number of shares remaining that may be issued pursuant to the PRSUs.