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Fastly Inc

For the period ended Dec 31, 2024. Filed Feb 26, 2025.

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About 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.

FY2024 · Filed Feb 26, 2025

FSLY$16.24+1.6%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

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
3.1Amended and Restated Certificate of Incorporation.8-K001-388973.1May 21, 2019
3.2Certificate of Amendment of Amended and Restated Certificate of Incorporation.8-K001-388973.1June 10, 2020
3.3Certificate of Retirement.8-K001-388973.1July 13, 2021
3.4Amended and Restated Bylaws.8-K001-388973.1August 15, 2024
4.1Form of Class A common stock certificate of Fastly, Inc.S-1/A333-2309534.1May 6, 2019
4.2Reference is made to Exhibits 3.1 through 3.3.
4.3Indenture, dated as of March 5, 2021, by and between Fastly, Inc. and U.S. Bank National Association, as Trustee.8-K001-388974.1March 5, 2021
4.4Form 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-K001-388974.2March 5, 2021
4.5Indenture, dated as of December 5, 2024, between Fastly, Inc. and U.S. Bank Trust Company, National Association, as trustee.8-K001-388974.1December 5, 2024
4.6Form of Certificate representing the 7.75% Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.1)8-K001-388974.2December 5, 2024
4.7Description of Securities.10-K001-388974.5March 1, 2022
10.1+2011 Equity Incentive Plan, as amended to date.S-1333-23095310.2April 19, 2019
10.2+Forms of Option Agreement, Notice of Stock Option Grant, and Exercise Notice under 2011 Equity Incentive Plan.S-1333-23095310.3April 19, 2019
10.3+2019 Equity Incentive Plan.S-1/A333-23095310.4May 6, 2019
10.4+Forms of Option Agreement, Notice of Stock Option Grant, and Exercise Notice under 2019 Equity Incentive Plan.S-1/A333-23095310.5May 6, 2019
10.5+Form of Restricted Stock Unit Award Agreement under 2019 Equity Incentive Plan.10-Q001-3889710.3August 9, 2019
ExhibitNumberExhibit DescriptionFormFile No.ExhibitFiling DateFiled Herewith
10.6+2019 Employee Stock Purchase Plan.S-1/A333-23095310.7May 6, 2019
10.7Form of Indemnification Agreement by and between Fastly, Inc. and each of its directors and executive officers.S-1/A333-23095310.8May 6, 2019
10.8+Cash Incentive Bonus Plan.S-1/A333-23095310.9May 6, 2019
10.9+Employment Terms by and between Fastly, Inc. and Artur Bergman, dated May 3, 2019.S-1/A333-23095310.10May 6, 2019
10.10Office Lease Agreement, by and between Fastly, Inc. and CLPF-475 Brannan Street, L.P., dated August 22, 2014.S-1333-23095310.17April 19, 2019
10.11First Amendment to Lease Agreement, by and between Fastly, Inc. and CLPF-475 Brannan Street, L.P., dated May 27, 2015.S-1333-23095310.18April 19, 2019
10.12Second Amendment to Lease Agreement, by and between Fastly, Inc. and CLPF-475 Brannan Street, L.P., dated March 11, 2019.S-1333-23095310.32April 19, 2019
10.13+Executive Change in Control and Severance Benefit Plan.S-1/A333-23095310.31May 6, 2019
10.142022 Change in Control and Severance Plan and form of participation agreement thereunder.10-Q001-3889710.2August 7, 2024
10.15+Non-Employee Director Compensation Policy, as amended.10-K001-3889710.14February 21, 2024
10.16Stock Ownership Guidelines.S-1/A333-23095310.33May 6, 2019
10.17+Employment Terms by and between Fastly, Inc. and Artur Bergman, dated May 3, 2019, as modified through November 2, 2023.8-K001-3889710.1November 6, 2023
10.18+Signal Sciences Corp. 2014 Stock Option and Grant Plan.S-8333-24950499.1October 10, 2020
10.19Senior 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-K001-3889710.23March 1, 2021
10.20First 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-Q001-3889710.2August 2, 2023
10.21Second 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, 2024.10-K001-3889710.22February 21, 2024
10.22Third 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 April 30, 2024.10-Q001-3889710.2May 1, 2024
10.23+Offer Letter by and between Fastly, Inc. and Ronald W. Kisling, dated June 22, 2021.8-K001-3889710.1June 29, 2021
10.24+Offer Letter by and between Fastly, Inc. and Todd Nightingale, dated August 1, 2022.8-K001-3889710.1August 3, 2022
10.25+Offer Letter by and between Fastly, Inc. and Scott Lovett, dated May 16, 2024.10-Q001-3889710.1August 7, 2024
19.1Insider Trading PolicyX
21.1Subsidiaries of the Registrant.10-K001-3889721.1February 24, 2023
ExhibitNumberExhibit DescriptionFormFile No.ExhibitFiling DateFiled Herewith
23.1 · Consent of Independent Registered Public Accounting Firm. · X
24.1 · Power of Attorney (contained on the signature page of this report). · X
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.
97.1Incentive Compensation Recoupment Policy.10-K001-3889797.1February 21, 2024
101. INSInline 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.SCHInline XBRL Taxonomy Schema Linkbase Document.X
101.CALInline XBRL Taxonomy Calculation Linkbase Document.X
101.DEFInline XBRL Taxonomy Definition Linkbase Document.X
101.LABInline XBRL Taxonomy Labels Linkbase Document.X
101.PREInline XBRL Taxonomy Presentation Linkbase Document.X
104Cover 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.
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