X0206 3 2019-05-16 0 0001517413 Fastly, Inc. FSLY 0001619710 ICONIQ STRATEGIC PARTNERS II, L.P. C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001619682 ICONIQ STRATEGIC PARTNERS II-B, L.P. C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001648713 ICONIQ Strategic Partners II Co-Invest, L.P., Series FT C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001702932 ICONIQ Strategic Partners II GP, L.P. C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001702831 ICONIQ Strategic Partners II TT GP, Ltd C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001688124 Griffith William J.G. C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001688143 Makan Divesh C/O ICONIQ STRATEGIC PARTNERS 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 Series D Convertible Preferred Stock Class B Common Stock 4174259 I See Footnote Series D Convertible Preferred Stock Class B Common Stock 3267601 I See Footnote Series D Convertible Preferred Stock Class B Common Stock 1860465 I See Footnote Series E Convertible Preferred Stock Class B Common Stock 481911 I See Footnote Series E Convertible Preferred Stock Class B Common Stock 377263 I See Footnote The Series D Convertible Preferred Stock is convertible into Class B Common Stock on a 1:1 basis and has no expiration date. Immediately upon the closing of the Issuer's initial public offering, all shares of Series D Convertible Preferred Stock will be automatically converted into shares of Class B Common Stock. 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 ICONIQ Strategic Partners II, L.P. ("ICONIQ II"). ICONIQ Strategic Partners II GP, L.P. ("ICONIQ GP") is the general partner of ICONIQ II. ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ Parent GP"), is the general partner of ICONIQ GP. Divesh Makan ("Makan") and William Griffith ("Griffith") are the sole equity holders and directors of ICONIQ Parent GP. Each of ICONIQ GP, ICONIQ Parent GP, Makan and Griffith disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. These shares are held directly by ICONIQ Strategic Partners II-B, L.P. ("ICONIQ II-B"). ICONIQ GP is the general partner of ICONIQ II-B. ICONIQ Parent GP is the general partner of ICONIQ GP. Makan and Griffith are the sole equity holders and directors of ICONIQ Parent GP. These shares are held directly by ICONIQ Strategic Partners II Co-Invest, L.P., Series FT ("ICONIQ II Series FT"). ICONIQ GP is the general partner of ICONIQ II Series FT. ICONIQ Parent GP is the general partner of ICONIQ GP. Makan and Griffith are the sole equity holders and directors of ICONIQ Parent GP. The Series E Convertible Preferred Stock is convertible into Class B Common Stock on a 1:1 basis and has no expiration date. Immediately upon the closing of the Issuer's initial public offering, all shares of Series E Convertible Preferred Stock will be automatically converted into shares of Class B Common Stock. ICONIQ Strategic Partners II, L.P., By: ICONIQ Strategic Partners II GP, L.P., its general partner, By: ICONIQ Strategic Partners II TT GP, Ltd., its general partner, By: /s/ Kevin Foster 2019-05-16 ICONIQ Strategic Partners II-B, L.P., By: ICONIQ Strategic Partners II GP, L.P., its general partner, By: ICONIQ Strategic Partners II TT GP, Ltd., its general partner, By: /s/ Kevin Foster 2019-05-16 ICONIQ Strategic Partners II Co-Invest, L.P., Series FT, By: ICONIQ Strategic Partners II GP, L.P., its general partner, By: ICONIQ Strategic Partners II TT GP, Ltd., its general partner, By: /s/ Kevin Foster 2019-05-16 ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., its general partner, By: /s/ Kevin Foster 2019-05-16 ICONIQ Strategic Partners II TT GP, Ltd., By: /s/ Kevin Foster 2019-05-16 /s/ William J.G. Griffith 2019-05-16 /s/ Divesh Makan 2019-05-16