Form 4: Fastly CTO Sells Shares Under Pre-Arranged 10b5-1 Plan

Fastly's Chief Technology Officer, Artur Bergman, sold 74,457 shares of Class A Common Stock on February 19, 2026, through a pre-arranged 10b5-1 trading plan.

Summary

• Artur Bergman, Fastly, Inc.'s Director and Chief Technology Officer, reported the sale of Class A Common Stock.
• A total of 74,457 shares were sold on February 19, 2026, under a Rule 10b5-1 trading plan adopted on June 3, 2025.
• The sales occurred in multiple transactions at weighted average prices ranging from $18.24 to $20.1 per share.
• Specifically, 21,381 shares were sold at a weighted average price of $18.24 (ranging from $17.96 to $18.95).
• Another 14,600 shares were sold at a weighted average price of $19.51 (ranging from $18.96 to $19.95).
• An additional 3,900 shares were sold at a weighted average price of $20.1 (ranging from $19.96 to $20.25).
• Finally, 34,576 shares were sold at a weighted average price of $20.1 (ranging from $20.00 to $20.26).
• Following these transactions, Artur Bergman directly beneficially owns 1,842,532 shares of Class A Common Stock.
• Indirect beneficial ownership includes 2,225,135 shares held by The Per Artur Bergman Revocable Trust, 840,005 shares by The Artur Bergman Remainder Trust One DTD 5/2/2019, 109,686 shares by The Artur Bergman Remainder Trust Three DTD 5/2/2019, 50,481 shares by The Per Artur Bergman Grantor Retained Annuity Trust No. 3, 792,998 shares by The Per Artur Bergman Grantor Retained Annuity Trust No. 4, and 156,521 shares by The PAB 2021 Remainder Trust.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral event. The sales were pre-planned under a 10b5-1 plan, which typically mitigates negative investor sentiment associated with insider selling, as it is not a reaction to new information.

Positives

• The sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a planned diversification or liquidity event rather than a reaction to new negative information.
• Artur Bergman retains significant direct and indirect beneficial ownership of Fastly's Class A Common Stock, totaling over 6 million shares, demonstrating continued alignment with shareholder interests.

Negatives

• Insider selling, even when pre-planned, can sometimes be perceived with caution by some investors, potentially leading to minor negative sentiment.

Future Outlook

No specific forward-looking statements or guidance are provided in this Form 4 filing.

Industry Context

StockSavvy.ai notes that insider sales executed under a Rule 10b5-1 plan are a common practice for executives to manage personal finances, diversify their portfolios, and address liquidity needs. These pre-scheduled sales are typically established when the insider is not in possession of material non-public information, thereby reducing the likelihood of signaling a lack of confidence in the company's future performance.

Related Party Transactions

• Artur Bergman's indirect beneficial ownership includes shares held by various trusts where he serves as settlor, trustee, or investment advisor, such as 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 may observe the insider selling, but the context of a pre-arranged 10b5-1 plan should temper any negative interpretations, as it suggests a planned financial management activity rather than a reaction to adverse company developments.
• The CTO's continued significant direct and indirect ownership aligns his interests with those of other shareholders.

Key Dates

Recommendation

The insider sales by the CTO were executed under a pre-established 10b5-1 trading plan, which suggests a planned diversification or liquidity event rather than a reaction to new negative information. While insider selling can sometimes be a bearish signal, the pre-planned nature and the executive's continued significant direct and indirect holdings mitigate immediate concerns, warranting a 'hold' recommendation.

Keywords

Fastly, FSLY, Insider Trading, Form 4, Stock Sale, Artur Bergman, CTO, 10b5-1 Plan, Equity, Securities