0000904454-19-000424.txt : 20190521 0000904454-19-000424.hdr.sgml : 20190521 20190521171221 ACCESSION NUMBER: 0000904454-19-000424 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190521 DATE AS OF CHANGE: 20190521 SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91010 FILM NUMBER: 19843209 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Abdiel Qualified Master Fund LP CENTRAL INDEX KEY: 0001508239 IRS NUMBER: 208096029 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 410 PARK AVENUE STREET 2: SUITE 530 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-496-9351 MAIL ADDRESS: STREET 1: 89 NEXUS WAY CITY: CAMANA BAY STATE: E9 ZIP: KY1-9007 SC 13G 1 s13g_052119-fastly.htm SCHEDULE S13G BY ABDIEL QUALIFIED MASTER FUND FOR FASTLY, INC.

UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
Under the Securities Exchange Act of 1934
 
(Amendment No. ___)*

Fastly, Inc.
(Name of Issuer)

Class A Common Stock
(Title of Class of Securities)

31188V100
(CUSIP Number)

May 21, 2019
Date of Event Which Requires Filing of this Statement

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
[  ] Rule 13d-1(b)

[x] Rule 13d-1(c)

[  ] Rule 13d-1(d)

*  The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1
CUSIP NO. 31188V100

1
Name of Reporting Person:
Abdiel Qualified Master Fund, LP
 
I.R.S. Identification No. of above Person (entities only) (voluntary)
 
  
2
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
(b) [  ]
  
3
SEC USE ONLY
 
  
4
Citizenship or Place of Organization

Cayman Islands
  

NUMBER OF
5
SOLE VOTING POWER
0
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
1,795,220
 
EACH
REPORTING
PERSON
7
SOLE  DISPOSITIVE POWER
0
WITH
8
SHARED DISPOSITIVE POWER
 
1,795,220
9
AGGREGATE AMOUNT BENEFICIALLY OWNED
 
1,795,220
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.0 %  *
12
TYPE OF REPORTING PERSON
PN
 

* Based on 11,250,000 shares of Class A Common Stock outstanding as of May 21, 2019 upon the closing of the Issuer’s initial public offering (without giving effect to the underwriters’ option to purchase additional shares), as reported in the Issuer’s Final Prospectus on Form 424B4 dated May 16, 2019 and filed with the Securities and Exchange Commission on May 17, 2019.

2
CUSIP NO. 31188V100

1
Names of Reporting Person:
Abdiel Capital, LP
 
I.R.S. Identification No. of above Person (entities only) (voluntary)
 
  
2
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
(b) [  ]
  
3
SEC USE ONLY
 
  
4
Citizenship or Place of Organization

Delaware
  

NUMBER OF
5
SOLE VOTING POWER
0
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
54,780
 
EACH
REPORTING
PERSON
7
SOLE  DISPOSITIVE POWER
0
WITH
8
SHARED DISPOSITIVE POWER
54,780
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED
54,780
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.5 % *
12
TYPE OF REPORTING PERSON
PN
 

* Based on 11,250,000 shares of Class A Common Stock outstanding as of May 21, 2019 upon the closing of the Issuer’s initial public offering (without giving effect to the underwriters’ option to purchase additional shares), as reported in the Issuer’s Final Prospectus on Form 424B4 dated May 16, 2019 and filed with the Securities and Exchange Commission on May 17, 2019.

3
CUSIP NO. 31188V100

1
Names of Reporting Person:
Abdiel Capital Management, LLC
 
I.R.S. Identification No. of above Person (entities only) (voluntary)
 
  
2
Check the Appropriate Box if a Member of a Group
 
(a)  [  ]
(b) [  ]
  
3
SEC USE ONLY
 
  
4
Citizenship or Place of Organization

Delaware
  

NUMBER OF
5
SOLE VOTING POWER
0
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
1,850,000 *
EACH
REPORTING
PERSON
7
SOLE  DISPOSITIVE POWER
0
WITH
8
SHARED DISPOSITIVE POWER
1,850,000 *
9
AGGREGATE AMOUNT BENEFICIALLY OWNED
1,850,000 *
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.4% **
12
TYPE OF REPORTING PERSON
OO
 

* Consists of 1,795,220 shares of Common Stock held by Abdiel Qualified Master Fund, LP and 54,780 shares of Common Stock held by Abdiel Capital, LP.
** Based on 11,250,000 shares of Class A Common Stock outstanding as of May 21, 2019 upon the closing of the Issuer’s initial public offering (without giving effect to the underwriters’ option to purchase additional shares), as reported in the Issuer’s Final Prospectus on Form 424B4 dated May 16, 2019 and filed with the Securities and Exchange Commission on May 17, 2019.

4
CUSIP NO. 31188V100

1
Names of Reporting Person:
Abdiel Capital Advisors, LP
 
I.R.S. Identification No. of above Person (entities only) (voluntary)
 
  
2
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
(b) [  ]
  
3
SEC USE ONLY
 
  
4
Citizenship or Place of Organization

Delaware
  

NUMBER OF
5
SOLE VOTING POWER
0
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
1,850,000 *
EACH
REPORTING
PERSON
7
SOLE  DISPOSITIVE POWER
0
WITH
8
SHARED DISPOSITIVE POWER
1,850,000 *
9
AGGREGATE AMOUNT BENEFICIALLY OWNED
1,850,000 *
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.4% **
12
TYPE OF REPORTING PERSON
PN, IA
 

* Consists of 1,795,220 shares of Common Stock held by Abdiel Qualified Master Fund, LP and 54,780 shares of Common Stock held by Abdiel Capital, LP.
** Based on 11,250,000 shares of Class A Common Stock outstanding as of May 21, 2019 upon the closing of the Issuer’s initial public offering (without giving effect to the underwriters’ option to purchase additional shares), as reported in the Issuer’s Final Prospectus on Form 424B4 dated May 16, 2019 and filed with the Securities and Exchange Commission on May 17, 2019.

5
CUSIP NO. 31188V100

1
Names of Reporting Person:
Colin T. Moran
 
I.R.S. Identification No. of above Person (entities only) (voluntary)
 
  
2
Check the Appropriate Box if a Member of a Group
 
(a) [  ]
(b) [  ]
  
3
SEC USE ONLY
 
  
4
Citizenship or Place of Organization

United States
  

NUMBER OF
5
SOLE VOTING POWER
0
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
1,850,000 *
EACH
REPORTING
PERSON
7
SOLE  DISPOSITIVE POWER
0
WITH
8
SHARED DISPOSITIVE POWER
1,850,000 *
9
AGGREGATE AMOUNT BENEFICIALLY OWNED
1,850,000 *
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.4% **
12
TYPE OF REPORTING PERSON
IN
 

* Consists of 1,795,220 shares of Common Stock held by Abdiel Qualified Master Fund, LP and 54,780 shares of Common Stock held by Abdiel Capital, LP.
** Based on 11,250,000 shares of Class A Common Stock outstanding as of May 21, 2019 upon the closing of the Issuer’s initial public offering (without giving effect to the underwriters’ option to purchase additional shares), as reported in the Issuer’s Final Prospectus on Form 424B4 dated May 16, 2019 and filed with the Securities and Exchange Commission on May 17, 2019.

6
CUSIP NO. 31188V100
SCHEDULE 13G


Item 1(a)
Name of Issuer:  Fastly, Inc.
Item 1(b)
Address of Issuer’s Principal Executive Offices:
 
475 Brannan Street, Suite 300, San Francisco, CA  94107
 
Item 2(a)
Name of Persons Filing:
Abdiel Qualified Master Fund, LP
Abdiel Capital, LP
Abdiel Capital Management, LLC
Abdiel Capital Advisors, LP
Colin T. Moran
Item 2(b)
Address of Principal Business Office, or if None, Residence:
 
90 Park Avenue, 29th Floor, New York, NY  10016
 
Item 2(c)
Citizenship:

Abdiel Qualified Master Fund, LP – Cayman Islands
 
Abdiel Capital, LP - Delaware
 
Abdiel Capital Management, LLC - Delaware
 
Abdiel Capital Advisors, LP - Delaware
 
Colin T. Moran – United States
 
Item 2(d)
 Title of Class of Securities:   Class A Common Stock
Item 2(e)
 CUSIP Number:  31188V100
Item 3
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is:
 Not Applicable.

Item 4
Ownership:
 
(a) through (c):
 
The information requested herein is incorporated by reference to the cover pages to this Schedule 13G.
 
Abdiel Capital Management, LLC and Abdiel Capital Advisors, LP serve as the general partner and the investment manager, respectively, of Abdiel Qualified Master Fund, LP and Abdiel Capital, LP.  Colin T. Moran serves as managing member of Abdiel Capital Management, LLC and Abdiel Capital Partners, LLC, which serves as the general partner of Abdiel Capital Advisors, LP.  Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.
 
Item 5
Ownership of Five Percent or Less of the Class:  Not Applicable.
 
Item 6
Ownership of More Than Five Percent on Behalf of Another Person:  Not Applicable.
 
Item 7
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:   Not Applicable. 
 
Item 8
Identification and Classification of Members of the Group:  Not Applicable.
 
Item 9
Notice of Dissolution of Group:  Not Applicable.
Item 10
Certification:
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.
 

7
CUSIP NO. 31188V100
SIGNATURES
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:  May 21, 2019

 
ABDIEL QUALIFIED MASTER FUND, LP
 
 
 
 
 
 
By:
Abdiel Capital Management, LLC,
 
 
 
its General Partner
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
  
ABDIEL CAPITAL, LP
 
 
 
 
 
 
By:
Abdiel Capital Management, LLC,
 
 
 
its General Partner
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
 
ABDIEL CAPITAL MANAGEMENT, LLC
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
 
ABDIEL CAPITAL ADVISORS, LP
 
 
 
 
 
 
By:
Abdiel Capital Partners, LLC,
 
 
 
its General Partner
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
 
COLIN T. MORAN
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Individually
 
 
 
 
 

8
CUSIP NO. 31188V100
EXHIBIT 1
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G to which this Agreement is annexed as Exhibit 1, and any amendments thereto, is and will be filed on behalf of each of them in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
Date:  May 21, 2019

 
ABDIEL QUALIFIED MASTER FUND, LP
 
 
 
 
 
 
By:
Abdiel Capital Management, LLC,
 
 
 
its General Partner
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
  
ABDIEL CAPITAL, LP
 
 
 
 
 
 
By:
Abdiel Capital Management, LLC,
 
 
 
its General Partner
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
 
ABDIEL CAPITAL MANAGEMENT, LLC
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
 
ABDIEL CAPITAL ADVISORS, LP
 
 
 
 
 
 
By:
Abdiel Capital Partners, LLC,
 
 
 
its General Partner
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Managing Member
 
 
 
 
 
 
 
 
 
 
COLIN T. MORAN
 
 
 
 
 
 
By:
/s/ Colin T. Moran
 
 
 
Colin T. Moran, Individually
 
 
 
 
 
9