0001209191-19-031849.txt : 20190521 0001209191-19-031849.hdr.sgml : 20190521 20190521192040 ACCESSION NUMBER: 0001209191-19-031849 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190521 FILED AS OF DATE: 20190521 DATE AS OF CHANGE: 20190521 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CARLBORG W ERIC CENTRAL INDEX KEY: 0001191203 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38897 FILM NUMBER: 19843700 MAIL ADDRESS: STREET 1: 1475 FOLSOM STREET, SUITE 200 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hartenbaum Howard CENTRAL INDEX KEY: 0001547424 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38897 FILM NUMBER: 19843701 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: August Capital VI Special Opportunities, L.P. CENTRAL INDEX KEY: 0001552636 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38897 FILM NUMBER: 19843702 BUSINESS ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 234-9900 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: August Capital VI, L.P. CENTRAL INDEX KEY: 0001552637 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38897 FILM NUMBER: 19843703 BUSINESS ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 234-9900 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: August Capital Management VI, L.L.C. CENTRAL INDEX KEY: 0001552638 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38897 FILM NUMBER: 19843704 BUSINESS ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 234-9900 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fastly, Inc. CENTRAL INDEX KEY: 0001517413 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 275411834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 475 BRANNAN STREET 2: SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: 415-525-3481 MAIL ADDRESS: STREET 1: 475 BRANNAN STREET 2: SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER COMPANY: FORMER CONFORMED NAME: Skycache, Inc.(DE) DATE OF NAME CHANGE: 20110405 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-05-21 0 0001517413 Fastly, Inc. FSLY 0001552638 August Capital Management VI, L.L.C. C/O AUGUST CAPITAL 1475 FOLSOM STREET, #200 SAN FRANCISCO CA 94103 0 0 1 0 0001552637 August Capital VI, L.P. C/O AUGUST CAPITAL 1475 FOLSOM STREET, #200 SAN FRANCISCO CA 94103 0 0 1 0 0001552636 August Capital VI Special Opportunities, L.P. C/O AUGUST CAPITAL 1475 FOLSOM STREET, #200 SAN FRANCISCO CA 94103 0 0 1 0 0001547424 Hartenbaum Howard C/O AUGUST CAPITAL 1475 FOLSOM STREET, #200 SAN FRANCISCO CA 94103 0 0 1 0 0001191203 CARLBORG W ERIC C/O AUGUST CAPITAL 1475 FOLSOM STREET, #200 SAN FRANCISCO CA 94103 0 0 1 0 Series B Convertible Preferred Stock 2019-05-21 4 C 0 8748395 0.00 D Class B Common Stock 8748395 0 I See Footnote Series C Convertible Preferred Stock 2019-05-21 4 C 0 5871576 0.00 D Class B Common Stock 5871576 0 I See Footnote Series D Convertible Preferred Stock 2019-05-21 4 C 0 1058801 0.00 D Class B Common Stock 1058801 0 I See Footnote Series E Convertible Preferred Stock 2019-05-21 4 C 0 396542 0.00 D Class B Common Stock 396542 0 I See Footnote Class B Common Stock 2019-05-21 4 C 0 8748395 0.00 A Class A Common Stock 8748395 8748395 I See Footnote Class B Common Stock 2019-05-21 4 C 0 7326919 0.00 A Class A Common Stock 7326919 7326919 I See Footnote Each share of Series B Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:1 basis immediately upon the closing of the Issuer's initial public offering. The Series B Convertible Preferred Stock has no expiration date. Each share of Class B Common Stock will convert automatically into Class A Common Stock upon any transfer except certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation. Following the closing of the initial public offering, all outstanding shares of Class B Common Stock will convert into shares of Class A Common Stock upon the earliest of (i) the first trading day falling nine months after the date on which the shares of Class B Common Stock represent less than 10% of the aggregate number of outstanding shares of Class A Common Stock and Class B Common Stock, (ii) the date specified by the vote of the holders of Class B Common Stock representing at least a majority of the outstanding shares of Class B Common Stock, or (iii) the first trading day falling ten years after the Effective Time as defined in the Issuer's amended and restated certificate of incorporation. These shares are held directly by August Capital VI, L.P. ("August VI"). August Capital Management VI, L.L.C. ("ACM VI") is the general partner of August VI and may be deemed to have sole voting and investment power over the shares held by August VI. David M. Hornik, a member of the Issuer's Board of Directors, Howard Hartenbaum, and W. Eric Carlborg are members of ACM VI, and may be deemed to have shared voting and investment power over the shares held by August VI. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such person's or entity's pecuniary interest in such securities. Each share of Series C Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:1 basis immediately upon the closing of the Issuer's initial public offering. The Series C Convertible Preferred Stock has no expiration date. These shares are held directly by August Capital VI Special Opportunities, L.P. ("August VI SO"). ACM VI is the general partner of August VI SO and may be deemed to have sole voting and investment power over the shares held by August VI SO. David M. Hornik, a member of the Issuer's Board of Directors, Howard Hartenbaum, and W. Eric Carlborg are members of ACM VI, and may be deemed to have shared voting and investment power over the shares held by August VI SO. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such person's or entity's pecuniary interest in such securities. Each share of Series D Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:1 basis immediately upon the closing of the Issuer's initial public offering. The Series D Convertible Preferred Stock has no expiration date. Each share of Series E Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:1 basis immediately upon the closing of the Issuer's initial public offering. The Series E Convertible Preferred Stock has no expiration date. This report is one of two reports, each on a separate Form 4, but relating to the same transactions being filed by entities affiliated with August Capital and their applicable members. August Capital Management VI, L.L.C., By: /s/ Abigail Hipps, Attorney-in-Fact 2019-05-21 August Capital VI, L.P., By: August Capital Management VI, L.L.C., its general partner, By: /s/ Abigail Hipps, Attorney-in-Fact 2019-05-21 August Capital VI Special Opportunities, L.P., By: August Capital Management VI, L.L.C., its general partner, By: /s/ Abigail Hipps, Attorney-in-Fact 2019-05-21 Howard Hartenbaum, By: /s/ Abigail Hipps, Attorney-in- Fact 2019-05-21 W. Eric Carlborg, By: /s/ Abigail Hipps, Attorney-in-Fact 2019-05-21