Fastly Announces Conversion of Class B Common Stock into Class A Common Stock

Fastly, provider of an edge cloud platform, announced that all outstanding shares of its Class B common stock automatically converted into Class A common stock on a one-for-one basis, effective at 5:00 p.m. ET on July 12, 2021. The conversion had no effect on the economic rights of holders of shares of Class A common stock or Class B common stock, except for the elimination of the different voting powers of the two classes of stock. Fastly does not expect it to have any material effect on its future operations.

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The conversion occurred automatically pursuant to Fastly’s certificate of incorporation as a result of the number of outstanding shares of Class B common stock representing less than ten percent (10%) of the aggregate number of shares of the then outstanding Class A common stock and Class B common stock as of October 12, 2020, nine months prior to the date of conversion. The former holders of Class B common stock now have Class A common stock with the same voting powers, preferences, rights and qualifications, limitations and restrictions as the Class A common stock. All shares of Fastly’s outstanding capital stock are now entitled to one vote per share.

Fastly filed a certificate with the Delaware Secretary of State on July 12, 2021 effecting the retirement of the Class B shares. Immediately following the conversion, there were approximately 116,593,020 shares of Class A common stock outstanding.

No stockholder action is required in connection with the conversion. Any existing stock certificates validly issued for shares of the company’s Class B common stock will represent shares of the Class A common stock, and shares held in brokerage accounts or with the Company’s transfer agent will be automatically adjusted to reflect the change. In connection with the conversion, Fastly’s Class A common stock will continue to trade on The New York Stock Exchange under the ticker symbol “FSLY” and will maintain the same CUSIP number previously assigned to the Class A common stock.

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