Fastly Inc
For the period ended Dec 31, 2023. Filed Feb 22, 2024.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 22, 2024
FSLY$16.24+1.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
Item 15. Exhibits
(a)(1) Financial statements
The information concerning the Company’s financial statements and the Report of Independent Registered Public Accounting Firm required by this Item 15(a)(1) is incorporated by reference herein to the section of this Annual Report on Form 10-K in Part II, Item 8, “Financial Statements and Supplementary Data.”
(a)(2) Financial statement schedules
All financial statement schedules have been omitted as the information is not required under the related instructions or is not applicable or because the information required is already included in the financial statements or the notes to those financial statements.
(a)(3) Exhibits
We have filed, or incorporated into this Annual Report on Form 10-K by reference, the exhibits listed on the accompanying Exhibit Index immediately preceding the signature page of this Annual Report on Form 10-K.
| ExhibitNumber · Exhibit Description · Form · File No. · Exhibit · Filing Date · Filed Herewith | |||||
|---|---|---|---|---|---|
| 2.1 | Agreement and Plan of Reorganization, dated August 26, 2020. | 8-K | 001-38897 | 2.1 | October 12, 2020 |
| 3.1 | Amended and Restated Certificate of Incorporation. | 8-K | 001-38897 | 3.1 | May 21, 2019 |
| 3.2 | Certificate of Amendment of Amended and Restated Certificate of Incorporation. | 8-K | 001-38897 | 3.1 | June 10, 2020 |
| 3.3 | Certificate of Retirement. | 8-K | 001-38897 | 3.1 | July 13, 2021 |
| 3.4 | Amended and Restated Bylaws. | 10-Q | 001-38897 | 3.3 | August 7, 2020 |
| 4.1 | Form of Class A common stock certificate of Fastly, Inc. | S-1/A | 333-230953 | 4.1 | May 6, 2019 |
| 4.2 | Reference is made to Exhibits 3.1 through 3.3. | ||||
| 4.3 | Indenture, dated as of March 5, 2021, by and between Fastly, Inc. and U.S. Bank National Association, as Trustee. | 8-K | 001-38897 | 4.1 | March 5, 2021 |
| 4.4 | Form of Note, representing Fastly, Inc.’s 0% Convertible Senior Notes due 2026 (included as Exhibit A to the Indenture filed as Exhibit 4.3). | 8-K | 001-38897 | 4.2 | March 5, 2021 |
| 4.5 | Description of Securities. | 10-K | 001-38897 | 4.5 | March 1, 2022 |
| 10.1+ | 2011 Equity Incentive Plan, as amended to date. | S-1 | 333-230953 | 10.2 | April 19, 2019 |
| 10.2+ | Forms of Option Agreement, Notice of Stock Option Grant, and Exercise Notice under 2011 Equity Incentive Plan. | S-1 | 333-230953 | 10.3 | April 19, 2019 |
| 10.3+ | 2019 Equity Incentive Plan. | S-1/A | 333-230953 | 10.4 | May 6, 2019 |
| 10.4+ | Forms of Option Agreement, Notice of Stock Option Grant, and Exercise Notice under 2019 Equity Incentive Plan. | S-1/A | 333-230953 | 10.5 | May 6, 2019 |
| 10.5+ | Form of Restricted Stock Unit Award Agreement under 2019 Equity Incentive Plan. | 10-Q | 001-38897 | 10.3 | August 9, 2019 |
| 10.6+ | 2019 Employee Stock Purchase Plan. | S-1/A | 333-230953 | 10.7 | May 6, 2019 |
| 10.7 | Form of Indemnification Agreement by and between Fastly, Inc. and each of its directors and executive officers. | S-1/A | 333-230953 | 10.8 | May 6, 2019 |
| ExhibitNumber | Exhibit Description | Form | File No. | Exhibit | Filing Date | Filed Herewith |
|---|---|---|---|---|---|---|
| 10.8+ | Cash Incentive Bonus Plan. | S-1/A | 333-230953 | 10.9 | May 6, 2019 | |
| 10.9+ | Employment Terms by and between Fastly, Inc. and Artur Bergman, dated May 3, 2019. | S-1/A | 333-230953 | 10.10 | May 6, 2019 | |
| 10.10 | Office Lease Agreement, by and between Fastly, Inc. and CLPF-475 Brannan Street, L.P., dated August 22, 2014. | S-1 | 333-230953 | 10.17 | April 19, 2019 | |
| 10.11 | First Amendment to Lease Agreement, by and between Fastly, Inc. and CLPF-475 Brannan Street, L.P., dated May 27, 2015. | S-1 | 333-230953 | 10.18 | April 19, 2019 | |
| 10.12 | Second Amendment to Lease Agreement, by and between Fastly, Inc. and CLPF-475 Brannan Street, L.P., dated March 11, 2019. | S-1 | 333-230953 | 10.32 | April 19, 2019 | |
| 10.13+ | Executive Change in Control and Severance Benefit Plan. | S-1/A | 333-230953 | 10.31 | May 6, 2019 | |
| 10.14+ | Non-Employee Director Compensation Policy, as amended. | X | ||||
| 10.15 | Stock Ownership Guidelines. | S-1/A | 333-230953 | 10.33 | May 6, 2019 | |
| 10.16+ | Employment Agreement, by and between Fastly International (Holdings) Ltd. and Joshua Bixby dated February 19, 2020. | 8-K | 001-38897 | 10.1 | February 20, 2020 | |
| 10.17+ | Equity Offer Letter, by and between Fastly, Inc. and Joshua Bixby dated February 19, 2020. | 8-K | 001-38897 | 10.2 | February 20, 2020 | |
| 10.18+ | Employment Terms by and between Fastly, Inc. and Artur Bergman, dated May 3, 2019, as modified through November 2, 2023. | 8-K | 001-38897 | 10.1 | November 6, 2023 | |
| 10.19+ | Signal Sciences Corp. 2014 Stock Option and Grant Plan. | S-8 | 333-249504 | 99.1 | October 10, 2020 | |
| 10.20 | Senior Secured Credit Facilities Credit Agreement, among Fastly, Inc., the several lenders from time to time party thereto, and Silicon Valley Bank, dated as of February 16, 2021. | 10-K | 001-38897 | 10.23 | March 1, 2021 | |
| 10.21 | First Amendment to the Senior Secured Credit Facilities Credit Agreement dated as of February 16, 2021, among Fastly, Inc., the several lenders from time to time party thereto, and Silicon Valley Bank, dated as of June 28, 2023. | 10-Q | 001-38897 | 10.2 | August 2, 2023 | |
| 10.22 | Second Amendment to the Senior Secured Credit Facilities Credit Agreement dated as of February 16, 2021, among Fastly, Inc., the several lenders from time to time party thereto, and Silicon Valley Bank, dated as of February 16, 2024. | X | ||||
| 10.23+ | Offer Letter Agreement, by and between Fastly, Inc. and Brett Shirk, dated February 9, 2021. | 10-K | 001-38897 | 10.23 | March 1, 2022 | |
| 10.24+ | Offer Letter by and between Fastly, Inc. and Ronald W. Kisling, dated June 22, 2021. | 8-K | 001-38897 | 10.1 | June 29, 2021 | |
| 10.25+ | Offer Letter by and between Fastly, Inc. and Todd Nightingale, dated August 1, 2022. | 8-K | 001-38897 | 10.1 | August 3, 2002 | |
| 10.26+ | Transition and Separation Agreement by and between Fastly, Inc. and Joshua Bixby, dated September 6, 2022. | 8-K | 001-38897 | 10.1 | September 6, 2022 | |
| 21.1 | Subsidiaries of the Registrant. | 10-K | 001-38897 | 21.1 | February 24, 2023 | |
| 23.1 | Consent of Independent Registered Public Accounting Firm. | X | ||||
| 24.1 | Power of Attorney (contained on the signature page of this report). | X | ||||
| ExhibitNumber | Exhibit Description | Form | File No. | Exhibit | Filing Date | Filed Herewith |
| 31.1 | Certification of the Chief Executive Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of the Chief Financial Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1* | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||||
| 32.2* | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||||
| 97.1 | Incentive Compensation Recoupment Policy. | X | ||||
| 101. INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Schema Linkbase Document. | X | ||||
| 101.CAL | Inline XBRL Taxonomy Calculation Linkbase Document. | X | ||||
| 101.DEF | Inline XBRL Taxonomy Definition Linkbase Document. | X | ||||
| 101.LAB | Inline XBRL Taxonomy Labels Linkbase Document. | X | ||||
| 101.PRE | Inline XBRL Taxonomy Presentation Linkbase Document. | X | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). | |||||
- Indicates management contract or compensatory plan.
- The certifications furnished in Exhibit 32.1 and 32.2 hereto are deemed to be furnished with this Annual Report on Form 10-K and will not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, except to the extent that the Registrant specifically incorporates it by reference.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.