Form 4: Fastly CTO Artur Bergman Boosts Stake with Performance Awards

Fastly's Chief Technology Officer, Artur Bergman, reported the acquisition of 180,877 Class A Common Stock shares through bonus and performance-based restricted stock unit awards.

Summary

• Artur Bergman, Fastly's Director and Chief Technology Officer, acquired 180,877 shares of Class A Common Stock on February 28, 2026.
• This includes 12,356 fully vested shares from the 2025 Bonus Plan, awarded for meeting performance criteria.
• An additional 168,521 shares were acquired as performance-based restricted stock units (PRSUs) earned for achieving fiscal year 2025 goals.
• Of the PRSUs, 33% vested on the transaction date, with the remaining 67% vesting quarterly on May 28, August 28, November 28, and February 28, contingent on continued service.
• Following these transactions, Bergman directly owns 2,022,540 shares and indirectly owns an additional 4,134,826 shares through various trusts, totaling 6,157,366 shares.
• The transactions were made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive signal, as it reflects the achievement of performance goals and increases insider ownership, aligning executive interests with shareholders, though it's a routine compensation event.

Positives

• The acquisition of shares by the Chief Technology Officer indicates continued alignment of management's interests with shareholders.
• The awards are performance-based, suggesting the company met its fiscal year 2025 goals.

Future Outlook

A portion of the performance-based restricted stock units (PRSUs) will vest in quarterly installments on May 28, August 28, November 28, and February 28, subject to the Reporting Person's continued service with Fastly, Inc.

Industry Context

StockSavvy.ai notes that performance-based equity awards are a common compensation mechanism in the technology sector, aligning executive incentives with company performance and shareholder value. The vesting schedule tied to continued service is standard practice to encourage executive retention.

Comparison to Industry Standards

• The use of performance-based restricted stock units (PRSUs) and bonus plans is a standard compensation practice for executives in the technology industry, comparable to practices at companies like Cloudflare (NET) or Akamai (AKAM) for their senior leadership.
• The vesting schedule, with an initial portion vesting immediately and the remainder vesting quarterly over a year, is typical for such awards, aiming to balance immediate reward with long-term retention, similar to equity compensation structures seen at major tech firms.

Related Party Transactions

• Artur Bergman indirectly holds shares through The Per Artur Bergman Revocable Trust, The Artur Bergman Remainder Trust One DTD 5/2/2019, The Artur Bergman Remainder Trust Three DTD 5/2/2019, The Per Artur Bergman Grantor Retained Annuity Trust No. 3, The Per Artur Bergman Grantor Retained Annuity Trust No. 4, and The PAB 2021 Remainder Trust.

Stakeholder Impact

• Shareholders: Increased insider ownership may be viewed positively as it aligns management's interests with shareholder value. The awards are tied to performance, suggesting company goals were met, which benefits shareholders.
• Employees: The vesting schedule for PRSUs is contingent on continued service, which can contribute to executive retention and stability.

Next Steps

• Remaining 67% of performance-based restricted stock units (PRSUs) will vest in quarterly installments on May 28, August 28, November 28, and February 28.
• Continued service of Artur Bergman with Fastly, Inc. is required for future vesting.

Key Dates

Recommendation

The filing details routine compensation awards to a key executive, reflecting performance achievement and increasing insider alignment. While positive, it does not present new fundamental information that would warrant a change in investment thesis, thus a 'hold' recommendation is appropriate for existing investors.

Keywords

Fastly, FSLY, Artur Bergman, Insider Trading, Form 4, Stock Awards, Restricted Stock Units, Performance-Based Compensation, CTO, Beneficial Ownership