Form 4: Fastly CTO Sells 220,000 Shares Under 10b5-1 Plan

Fastly's Chief Technology Officer, Artur Bergman, sold 220,000 shares of Class A Common Stock for approximately $2.35 million through a pre-arranged 10b5-1 trading plan.

Summary

• Artur Bergman, Fastly, Inc.'s Director and Chief Technology Officer, reported the sale of 220,000 shares of Class A Common Stock.
• The sales occurred on November 6, 2025, and were executed under a Rule 10b5-1 trading plan adopted on June 3, 2025.
• A total of 153,533 shares were sold at a weighted average price of $10.49 per share, with prices ranging from $10.01 to $11.00.
• An additional 66,467 shares were sold at a weighted average price of $11.07 per share, with prices ranging from $11.01 to $11.21.
• The total value of the shares sold is approximately $2,346,471.86.
• The shares were sold by The Per Artur Bergman Revocable Trust, to which Mr. Bergman had previously contributed these shares, changing the form of beneficial ownership from direct to indirect.
• Following these transactions, Mr. Bergman directly beneficially owns 3,121,276 shares and indirectly owns 4,470,268 shares through various trusts.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While an insider sale can be perceived negatively, the fact that it was conducted under a pre-arranged 10b5-1 plan mitigates concerns that it's a reaction to adverse company-specific news. It's a planned liquidity event.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a scheduled transaction rather than a reaction to recent company performance, which can mitigate negative market perception.

Negatives

• An insider sale, even if pre-planned, reduces the direct equity stake of a key executive and director, which can sometimes be perceived as a lack of confidence by some investors.

Risks

• The sale of a significant number of shares by a high-ranking executive could potentially be interpreted negatively by the market, leading to short-term downward pressure on the stock price.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This filing is specific to an individual insider's stock transaction and does not directly provide insights into broader industry trends or competitive landscape. However, insider selling activity is a common data point monitored by investors in the technology sector to gauge management sentiment.

Related Party Transactions

• The shares were sold by The Per Artur Bergman Revocable Trust, of which the reporting person is settlor, sole trustee, and sole beneficiary. Other trusts (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, The PAB 2021 Remainder Trust) also hold shares indirectly for which the reporting person has advisory or trustee roles.

Stakeholder Impact

• Shareholders: The sale by a key executive could lead to short-term market speculation, but the 10b5-1 plan context suggests a pre-planned financial move rather than a signal about company fundamentals. It reduces the executive's direct alignment with future stock price appreciation, though significant indirect holdings remain.

Key Dates

Recommendation

The sale by Fastly's CTO, Artur Bergman, was executed under a pre-arranged 10b5-1 trading plan. While insider selling can sometimes signal concerns, a planned sale typically indicates a personal financial management decision rather than a reaction to new, negative company information. Given the pre-planned nature and the executive's continued significant indirect holdings, this transaction alone does not warrant a change in investment thesis, suggesting a 'hold' recommendation for existing investors.

Keywords

Fastly, FSLY, Artur Bergman, Insider Sale, Form 4, 10b5-1 Plan, Chief Technology Officer, Director, Stock Transaction, Beneficial Ownership