0001209191-19-031843.txt : 20190521
0001209191-19-031843.hdr.sgml : 20190521
20190521190717
ACCESSION NUMBER: 0001209191-19-031843
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: Hornik David
CENTRAL INDEX KEY: 0001547378
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38897
FILM NUMBER: 19843677
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
0001547378
Hornik David
C/O FASTLY, INC.
475 BRANNAN STREET, SUITE 300
SAN FRANCISCO
CA
94107
1
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.
/s/ Seth Gottlieb, Attorney-in-Fact
2019-05-21