Sec Form 4 Filing - OATV II, L.P. @ Fastly, Inc. - 2019-05-21

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person OATV II, L.P. 2. Issuer Name and Ticker or Trading Symbol Fastly, Inc. [ FSLY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O OATV, 775 E. BLITHEDALE AVENUE, #568 3. Date of Earliest Transaction (MM/DD/YY) 05/21/2019 (Street) MILL VALLEY, CA94941 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series Seed Convertible Preferred Stock ( 1 ) 05/21/2019 C 4,024,682 ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 4,024,682 $ 0 0 I See Footnote ( 3 ) Series A Convertible Preferred Stock ( 4 ) 05/21/2019 C 1,301,677 ( 4 ) ( 4 ) Class B Common Stock ( 2 ) 1,301,677 $ 0 0 I See Footnote ( 3 ) Series B Convertible Preferred Stock ( 5 ) 05/21/2019 C 1,419,182 ( 5 ) ( 5 ) Class B Common Stock ( 2 ) 1,419,182 $ 0 0 I See Footnote ( 3 ) Series C Convertible Preferred Stock ( 6 ) 05/21/2019 C 845,507 ( 6 ) ( 6 ) Class B Common Stock ( 2 ) 845,507 $ 0 0 I See Footnote ( 3 ) Series D Convertible Preferred Stock ( 7 ) 05/21/2019 C 533,752 ( 7 ) ( 7 ) Class B Common Stock ( 2 ) 533,752 $ 0 0 I See Footnote ( 8 ) Series D Convertible Preferred Stock ( 7 ) 05/21/2019 C 38,837 ( 7 ) ( 7 ) Class B Common Stock ( 2 ) 38,837 $ 0 0 I See Footnote ( 9 ) Series E Convertible Preferred Stock ( 10 ) 05/21/2019 C 49,567 ( 10 ) ( 10 ) Class B Common Stock ( 2 ) 49,567 $ 0 0 I See Footnote ( 9 ) Class B Common Stock ( 2 ) 05/21/2019 C 7,591,048 ( 2 ) ( 2 ) Class A Common Stock 7,591,048 $ 0 7,906,335 I See Footnote ( 3 ) Class B Common Stock ( 2 ) 05/21/2019 C 533,752 ( 2 ) ( 2 ) Class A Common Stock 533,752 $ 0 533,752 I See Footnote ( 8 ) Class B Common Stock ( 2 ) 05/21/2019 C 88,404 ( 2 ) ( 2 ) Class A Common Stock 88,404 $ 0 88,404 I See Footnote ( 9 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other OATV II, L.P. C/O OATV 775 E. BLITHEDALE AVENUE, #568 MILL VALLEY, CA94941 X OATVIISPV1, LLC C/O OATV 775 E. BLITHEDALE AVENUE, #568 MILL VALLEY, CA94941 X OATVIISPV2, LLC C/O OATV 775 E. BLITHEDALE AVENUE, #568 MILL VALLEY, CA94941 X O'Reilly AlphaTech Ventures II, LLC C/O OATV 775 E. BLITHEDALE AVENUE, #568 MILL VALLEY, CA94941 X Roberts Bryce C/O OATV 775 E. BLITHEDALE AVENUE, #568 MILL VALLEY, CA94941 X Jacobsen Mark C/O OATV 775 E. BLITHEDALE AVENUE, #568 MILL VALLEY, CA94941 X Signatures OATV II, L.P., By: O'Reilly AlphaTech Ventures II, LLC, its general partner, By: /s/ Laura Kelley, Chief Financial Office 05/21/2019 Signature of Reporting Person Date OATVIISPV1, LLC, By: O'Reilly AlphaTech Ventures II, LLC, its general partner, By: /s/ Laura Kelley, Chief Financial Officer 05/21/2019 Signature of Reporting Person Date OATVIISPV2, LLC, By: O'Reilly AlphaTech Ventures II, LLC, its general partner, By: /s/ Laura Kelley, Chief Financial Officer 05/21/2019 Signature of Reporting Person Date O'Reilly AlphaTech Ventures II, LLC, By: /s/ Laura Kelley, Chief Financial Officer 05/21/2019 Signature of Reporting Person Date /s/ Bryce Roberts 05/21/2019 Signature of Reporting Person Date /s/ Mark Jacobsen 05/21/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of Series Seed 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 Seed Convertible Preferred Stock has no expiration date. ( 2 )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. ( 3 )These shares are held directly by OATV II, L.P. ("OATV II"). The general partner is O'Reilly AlphaTech Ventures II, LLC ("O'Reilly AlphaTech"). The individual managing members of O'Reilly AlphaTech are Bryce Roberts and Mark Jacobsen, and they may be deemed to share voting and dispositive power over the shares held by OATV II. Such persons and entities disclaim beneficial ownership over shares held by OATV II, except to the extent of any pecuniary interest therein. ( 4 )Each share of Series A 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 A Convertible Preferred Stock has no expiration date. ( 5 )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. ( 6 )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. ( 7 )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. ( 8 )These shares are held directly by OATVIISPV1, LLC ("OATVIISPV1"). The general partner is O'Reilly AlphaTech Ventures II, LLC ("O'Reilly AlphaTech"). The individual managing members of O'Reilly AlphaTech are Bryce Roberts and Mark Jacobsen, and they may be deemed to share voting and dispositive power over the shares held by OATVIISPV1. Such persons and entities disclaim beneficial ownership over shares held by OATVIISPV1, except to the extent of any pecuniary interest therein. ( 9 )These shares are held directly by OATVIISPV2, LLC ("OATVIISPV2"). The general partner is O'Reilly AlphaTech Ventures II, LLC ("O'Reilly AlphaTech"). The individual managing members of O'Reilly AlphaTech are Bryce Roberts and Mark Jacobsen, and they may be deemed to share voting and dispositive power over the shares held by OATVIISPV2. Such persons and entities disclaim beneficial ownership over shares held by OATVIISPV2, except to the extent of any pecuniary interest therein. ( 10 )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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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