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0001517413false00015174132025-02-122025-02-12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 
FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 12, 2025 
FASTLY, INC.
(Exact name of Registrant as Specified in Its Charter)
 
Delaware 001-38897 27-5411834
(State or other jurisdiction of
incorporation or organization)
(Commission File Number) (I.R.S. Employer
Identification Number)

475 Brannan Street, Suite 300
San Francisco, CA 94107
(Address of principal executive offices) (Zip code)
(844) 432-7859
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report) 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class   Trading
Symbol(s)
  Name of each exchange
on which registered
Class A Common Stock, $0.00002 par value   “FSLY”   New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐







Item 2.02                   Results of Operations and Financial Condition.

On February 12, 2025, Fastly, Inc. (the "Company") announced its financial results for the quarter and full year ended December 31, 2024 by issuing a press release. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Attached hereto as Exhibit 99.2 and incorporated by reference herein is the Company’s investor supplement, regarding results of the quarter and fiscal year ended December 31, 2024 (the “Investor Supplement”). The Investor Supplement will be posted to http://investors.fastly.com immediately after the filing of this Form 8-K.

The information furnished on this Form 8-K, including the exhibits attached, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.



Item 9.01                   Financial Statements and Exhibits.
 
(d)Exhibits
Exhibit
No.
   Exhibit Description
99.1 
99.2    
 





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
FASTLY, INC.
Dated: February 12, 2025   By:   /s/ Ronald W. Kisling
      Ronald W. Kisling
      Chief Financial Officer


EX-99.1 2 newex991-fslypressrelease1.htm EX-99.1 Document

Exhibit 99.1
Fastly Announces Fourth Quarter and Full Year 2024 Financial Results
Company reports record fourth quarter revenue of $140.6 million

SAN FRANCISCO — February 12, 2025 — Fastly, Inc. (NYSE: FSLY), a leader in global edge cloud platforms, today announced financial results for its fourth quarter and full year ended December 31, 2024.
“We are pleased to report record fourth quarter revenue, exceeding the high-end of our guidance range,” said Todd Nightingale, CEO of Fastly.
“Our platform strategy is delivering an accelerated innovation velocity and faster time to value for anyone building web experiences,” continued Nightingale. "We enter 2025 with a strengthened balance sheet, a motivated go-to-market team, and intense focus on efficient customer acquisition and long-term revenue growth.”

Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Revenue $ 140,579  $ 137,777  $ 543,676  $ 505,988 
Gross margin
GAAP gross margin 53.4  % 55.0  % 54.4  % 52.6  %
Non-GAAP gross margin 56.5  % 59.2  % 57.8  % 56.9  %
Operating loss
GAAP operating loss $ (34,331) $ (42,584) $ (167,915) $ (198,028)
Non-GAAP operating loss $ (4,164) $ (2,268) $ (27,021) $ (36,679)
Net income (loss) per share
GAAP net loss per common share — basic and diluted $ (0.23) $ (0.18) $ (1.14) $ (1.03)
Non-GAAP net income (loss) per common share — basic and diluted $ (0.03) $ 0.01  $ (0.12) $ (0.17)
For a reconciliation of non-GAAP financial measures to their corresponding GAAP measures, please refer to the reconciliation table at the end of this press release.
Fourth Quarter 2024 Financial Summary
•Total revenue of $140.6 million, representing 2% year-over-year growth. Network services revenue of $110.1 million, representing flat year-over-year growth. Security revenue of $26.9 million, representing 4% year-over-year growth. Other revenue of $3.6 million, representing 63% year-over-year growth. Network services revenue includes solutions designed to improve performance of websites, apps, APIs, and digital media. Security revenue includes products designed to protect websites, apps, APIs, and users. Other revenue includes Compute and Observability solutions.
•GAAP gross margin of 53.4%, compared to 55.0% in the fourth quarter of 2023. Non-GAAP gross margin of 56.5%, compared to 59.2% in the fourth quarter of 2023.
•GAAP net loss of $32.9 million, compared to $23.4 million in the fourth quarter of 2023. Non-GAAP net loss of $3.8 million, compared to non-GAAP net income of $1.7 million in the fourth quarter of 2023.
•GAAP net loss per basic and diluted share of $0.23, compared to $0.18 in the fourth quarter of 2023. Non-GAAP net loss per diluted share of $0.03, compared to non-GAAP net income per diluted share of $0.01 in the fourth quarter of 2023.
Full Year 2024 Financial Summary
•Total revenue of $543.7 million, representing 7% year-over-year growth. Network services revenue of $427.7 million, representing 6% year-over-year growth. Security revenue of $103.0 million, representing 11% year-over-year growth. Other revenue of $12.9 million, representing 61% year-over-year growth. Network services revenue includes solutions designed to improve performance of websites, apps, APIs, and digital media. Security revenue includes products designed to protect websites, apps, APIs, and users. Other revenue includes Compute and Observability solutions.
•GAAP gross margin of 54.4%, compared to 52.6% in fiscal 2023. Non-GAAP gross margin of 57.8%, compared to 56.9% in fiscal 2023.





•GAAP net loss of $158.1 million, compared to $133.1 million in fiscal 2023. Non-GAAP net loss of $17.2 million, compared to $21.7 million in fiscal 2023.
•GAAP net loss per basic and diluted share of $1.14, compared to $1.03 in fiscal 2023. Non-GAAP net loss per basic and diluted share of $0.12, compared to $0.17 in fiscal 2023.
Key Metrics
•Enterprise customer1 count was 596 in the fourth quarter, up 20 from the third quarter of 2024.
•Fastly's top ten customers accounted for 32% of revenue in the fourth quarter compared to 40% in the fourth quarter of 2023. Revenue from the top ten customers declined 18% year-over-year compared to revenue growth of 16% year-over-year from customers outside the top ten.
•Last 12-month net retention rate (LTM NRR)2 decreased to 102% in the fourth quarter from 105% in the third quarter of 2024.
•Remaining performance obligations (RPO)3 were $244 million, up 4% from $235 million in the third quarter of 2024.
•Annual revenue retention rate (ARR)4 was 99.0% in 2024, decreasing from 99.2% in 2023.
Fourth Quarter Business and Product Highlights
•Refinanced a portion of our outstanding convertible debt, raising $150 million of 7.75% convertible senior notes with a 100% conversion premium due in 2028 and repurchased $158 million in principal amount of our existing 0% convertible notes due in 2026 for approximately $0.95 on the dollar.
•Fastly named a Leader in the IDC MarketScape: Worldwide Edge Delivery Services 2024 Vendor Assessment (November 2024). This is the second time Fastly has been named a Leader in an IDC MarketScape report.
•Fastly named to the 2025 Newsweek Excellence Index, a list of the top 1000 companies that have demonstrated best practices in stakeholder ratings, social responsibility, and financial responsibility.
•Fastly Bot Management won a 2025 DEVIES Award for the Best Innovation in AppSecOps.
•Customer packages grew over 60% year-over-year and those involving new logos grew 70% year-over-year. In 2024, customer packages grew over 150%.
•Launched Fastly DDoS Protection to automatically detect and mitigate disruptive and distributed attacks against applications and APIs.
•Released Fastly AI Accelerator to GA and expanded compatibility to leading LLMs, including OpenAI ChatGPT and Google Gemini.
•Launched Fastly Object Storage, an S3-compatible large object storage solution with zero egress fees, allowing users to store and access large files with a familiar footprint.
•Added Log Explorer & Insights to Fastly Observability packages to help users unlock valuable insights within log data.
•Made it easier for customers to purchase Fastly products with in-app purchases for Fastly DDoS Protection, Object Storage, and AI Accelerator.

First Quarter and Full Year 2025 Guidance

Q1 2025
Full Year 2025
Total Revenue (millions) $136.0 - $140.0 $575.0 - $585.0
Non-GAAP Operating Loss (millions) ($11.0) - ($7.0) ($15.0) - ($9.0)
Non-GAAP Net Loss per share (5)(6)
($0.09) - ($0.05) ($0.15) - ($0.09)
A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future and cannot be reasonably determined or predicted at this time, although it is important to note that these factors could be material to Fastly’s future GAAP financial results.






Conference Call Information
Fastly will host an investor conference call to discuss its results at 1:30 p.m. PT / 4:30 p.m. ET on Wednesday, February 12, 2025.

Date: Wednesday, February 12, 2025
Time: 1:30 p.m. PT / 4:30 p.m. ET
Webcast: https://investors.fastly.com
Dial-in: 888-330-2022 (US/CA) or 646-960-0690 (Intl.)
Conf. ID#: 7543239

Please dial in at least 10 minutes prior to the 1:30 p.m. PT start time. A live webcast of the call will be available at https://investors.fastly.com where listeners may log on to the event by selecting the webcast link under the “Quarterly Results” section.

A telephone replay of the conference call will be available at approximately 5:00 p.m. PT, February 12 through February 19, 2025 by dialing 800-770-2030 or 609-800-9909 and entering the passcode 7543239.


About Fastly, Inc.
Fastly’s powerful and programmable edge cloud platform helps the world’s top brands deliver online experiences that are fast, safe, and engaging through edge compute, delivery, security, and observability offerings that improve site performance, enhance security, and empower innovation at global scale. Compared to other providers, Fastly’s powerful, high-performance, and modern platform architecture empowers developers to deliver secure websites and apps with rapid time-to-market and demonstrated, industry-leading cost savings. Organizations around the world trust Fastly to help them upgrade the internet experience, including Reddit, Neiman Marcus, Universal Music Group, and SeatGeek. Learn more about Fastly at https://www.fastly.com, and follow us @fastly.


Forward-Looking Statements

This press release contains “forward-looking” statements that are based on our beliefs and assumptions and on information currently available to us on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements include, but are not limited to, statements regarding our future financial and operating performance, including our outlook and guidance; our operating performance; our ability to innovate; the velocity and success of our products and product enhancements; the capabilities of Fastly Bot Management, Fastly DDoS Protection, Fastly AI Accelerator, Fastly Object Storage, and Log Explorer & Insights; expectations regarding customer experiences with Fastly's in-app purchases; our customer acquisition and go-to-market efforts; our ability to monetize; and our ability to deliver on our long-term strategy. Except as required by law, we assume no obligation to update these forward-looking statements publicly or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. Important factors that could cause our actual results to differ materially are detailed from time to time in the reports Fastly files with the Securities and Exchange Commission (“SEC”), including in our Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024. Additional information will also be set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. Copies of reports filed with the SEC are posted on Fastly’s website and are available from Fastly without charge.

Use of Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company uses the following non-GAAP measures of financial performance: non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating loss, non-GAAP net income (loss), non-GAAP basic and diluted net income (loss) per common share, non-GAAP research and development, non-GAAP sales and marketing, non-GAAP general and administrative, free cash flow and adjusted EBITDA. The presentation of this additional financial information is not intended to be considered in isolation from, as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. These non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP. In addition, these non-GAAP financial measures may be different from the non-GAAP financial measures used by other companies.





These non-GAAP measures should only be used to evaluate our results of operations in conjunction with the corresponding GAAP measures. Management compensates for these limitations by reconciling these non-GAAP financial measures to the most comparable GAAP financial measures within our earnings releases.
Non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating loss, non-GAAP net income (loss) and non-GAAP basic and diluted net loss per common share, non-GAAP research and development, non-GAAP sales and marketing, and non-GAAP general and administrative differ from GAAP in that they exclude stock-based compensation expense, amortization of acquired intangible assets, net gain on extinguishment of debt, impairment expense and amortization of debt discount and issuance costs.

Adjusted EBITDA: excludes stock-based compensation expense, depreciation and other amortization expenses, amortization of acquired intangible assets, executive transition costs, interest income, interest expense, including amortization of debt discount and issuance costs, net gain on extinguishment of debt, impairment expense, other expense, net, and income taxes.

Amortization of Acquired Intangible Assets: consists of non-cash charges that can be affected by the timing and magnitude of asset purchases and acquisitions. Management considers its operating results without this activity when evaluating its ongoing non-GAAP performance and its adjusted EBITDA performance because these charges are non-cash expenses that can be affected by the timing and magnitude of asset purchases and acquisitions and may not be reflective of our core business, ongoing operating results, or future outlook.

Amortization of Debt Discount and Issuance Costs: consists primarily of amortization expense related to our debt obligations. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook. These are included in our total interest expense.
Capital Expenditures: consists of cash used for purchases of property and equipment, net of proceeds from sale of property and equipment, capitalized internal-use software and payments on finance lease obligations, as reflected in our statement of cash flows.
Depreciation and Other Amortization Expense: consists of non-cash charges that can be affected by the timing and magnitude of asset purchases. Management considers its operating results without this activity when evaluating its ongoing adjusted EBITDA performance because these charges are non-cash expenses that can be affected by the timing and magnitude of asset purchases and may not be reflective of our core business, ongoing operating results, or future outlook.
Executive Transition Costs: consists of one-time cash and non-cash charges recognized with respect to changes in our executive’s employment status. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Free Cash Flow: calculated as net cash used in operating activities less purchases of property and equipment, net of proceeds from sale of property and equipment, principal payments of finance lease liabilities, capitalized internal-use software costs and advance payments made related to capital expenditures. Management specifically identifies adjusting items in the reconciliation of GAAP to non-GAAP financial measures. Management considers non-GAAP free cash flow to be a profitability and liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that can possibly be used for investing in Fastly's business and strengthening its balance sheet, but it is not intended to represent the residual cash flow available for discretionary expenditures. The presentation of non-GAAP free cash flow is also not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.
Impairment Expense: consists of charges related to our long-lived assets. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Income Taxes: consists primarily of expenses recognized related to state and foreign income taxes. Management considers its operating results without this activity when evaluating its ongoing adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Interest Expense: consists primarily of interest expense related to our debt instruments, including amortization of debt discount and issuance costs. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.





Interest Income: consists primarily of interest income related to our marketable securities. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Net Gain on Debt Extinguishment: relates to net gain on the partial repurchase of our outstanding convertible debt. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Other Expense, Net: consists primarily of foreign currency transaction gains and losses. Management considers its operating results without this activity when evaluating its ongoing adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Restructuring Charges: consists primarily of employee-related severance and termination benefits related to management's restructuring plan that resulted in a reduction in our workforce. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Stock-Based Compensation Expense: consists of expenses for stock options, restricted stock units, performance awards, restricted stock awards and Employee Stock Purchase Plan ("ESPP") under our equity incentive plans. Although stock-based compensation is an expense for the Company and is viewed as a form of compensation, management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance, primarily because it is a non-cash expense not believed by management to be reflective of our core business, ongoing operating results, or future outlook. In addition, the value of some stock-based instruments is determined using formulas that incorporate variables, such as market volatility, that are beyond our control.
Management believes these non-GAAP financial measures and adjusted EBITDA serve as useful metrics for our management and investors because they enable a better understanding of the long-term performance of our core business and facilitate comparisons of our operating results over multiple periods and to those of peer companies, and when taken together with the corresponding GAAP financial measures and our reconciliations, enhance investors' overall understanding of our current financial performance.
In the financial tables below, the Company provides a reconciliation of the most comparable GAAP financial measure to the historical non-GAAP financial measures used in this press release.
Key Metrics
1 Our number of customers is calculated based on the number of separate identifiable operating entities with which we have a billing relationship in good standing, from which we recognized revenue during the current quarter. Our enterprise customers are defined as those with annualized current quarter revenue in excess of $100,000. This is calculated by taking the revenue for each customer within the quarter and multiplying it by four.
2 We calculate LTM Net Retention Rate by dividing the total customer revenue for the prior twelve-month period (“prior 12-month period”) ending at the beginning of the last twelve-month period (“LTM period”) minus revenue contraction due to billing decreases or customer churn, plus revenue expansion due to billing increases during the LTM period from the same customers by the total prior 12-month period revenue. We believe the LTM Net Retention Rate is supplemental as it removes some of the volatility that is inherent in a usage-based business model.
3 Remaining performance obligations include future committed revenue for periods within current contracts with customers, as well as deferred revenue arising from consideration invoiced for which the related performance obligations have not been satisfied.
4 Annual Revenue Retention rate is calculated by first calculating "Annual Revenue Churn", which is calculated by multiplying the final full month of revenue from a customer that terminated its contract with us, (a "Churned Customer") by the number of months remaining in the same calendar year. Our ARR rate is calculated by subtracting the quotient of the Annual Revenue Churn from all of our Churned Customers from which we recognized revenue during the last quarter of the prior year divided by our annual revenue of the same calendar year from 100%. Our ARR was 99.0%, down 0.2% year-over-year.





5 Non-GAAP Net Loss per share is calculated as Non-GAAP Net Loss divided by weighted average basic shares for 2025.
6 Assumes weighted average basic shares outstanding of 143.4 million in Q1 2025 and 147.1 million for the full year 2025.

Condensed Consolidated Statements of Operations
(in thousands, except per share amounts, unaudited)

Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Revenue $ 140,579  $ 137,777  $ 543,676  $ 505,988 
Cost of revenue(1)
65,516  62,003  247,738  239,660 
Gross profit 75,063  75,774  295,938  266,328 
Operating expenses:
Research and development(1)
32,742  38,270  137,980  152,190 
Sales and marketing(1)
50,050  48,662  198,610  191,773 
General and administrative(1)
26,154  31,426  113,399  116,077 
Impairment expense
448  —  4,144  4,316 
Restructuring charges —  —  9,720  — 
Total operating expenses
109,394  118,358  463,853  464,356 
Loss from operations (34,331) (42,584) (167,915) (198,028)
Net gain on extinguishment of debt 1,365  15,656  1,365  52,416 
Interest income 3,267  4,584  14,871  18,186 
Interest expense (1,231) (744) (2,747) (4,051)
Other expense, net (815) (763) (1,028) (1,832)
Loss before income tax expense (benefit) (31,745) (23,851) (155,454) (133,309)
Income tax expense (benefit) 1,141  (465) 2,604  (221)
Net loss $ (32,886) $ (23,386) $ (158,058) $ (133,088)
Net loss per share attributable to common stockholders, basic and diluted $ (0.23) $ (0.18) $ (1.14) $ (1.03)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 141,085  131,843  138,099  128,770 

__________

(1)Includes stock-based compensation expense as follows:
Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Cost of revenue $ 1,910  $ 3,278  $ 8,644  $ 11,656 
Research and development 7,922  12,019  33,606  47,827 
Sales and marketing 7,047  8,060  29,061  33,703 
General and administrative 8,066  12,090  36,619  43,117 
Total $ 24,945  $ 31,418  $ 107,930  $ 136,303 





Reconciliation of GAAP to Non-GAAP Financial Measures
(in thousands, unaudited)
Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Gross profit
GAAP gross profit $ 75,063  $ 75,774  $ 295,938  $ 266,328 
Stock-based compensation 1,910  3,278  8,644  11,656 
Amortization of acquired intangible assets 2,475  2,475  9,900  9,900 
Non-GAAP gross profit $ 79,448  $ 81,527  $ 314,482  $ 287,884 
GAAP gross margin 53.4  % 55.0  % 54.4  % 52.6  %
Non-GAAP gross margin 56.5  % 59.2  % 57.8  % 56.9  %
Research and development
GAAP research and development $ 32,742  $ 38,270  $ 137,980  $ 152,190 
Stock-based compensation (7,922) (11,728) (33,606) (45,840)
Executive transition costs —  (385) —  (2,791)
Non-GAAP research and development $ 24,820  $ 26,157  $ 104,374  $ 103,559 
Sales and marketing
GAAP sales and marketing $ 50,050  $ 48,662  $ 198,610  $ 191,773 
Stock-based compensation (7,047) (8,060) (29,061) (33,703)
Amortization of acquired intangible assets (2,299) (2,300) (9,200) (10,026)
Non-GAAP sales and marketing $ 40,704  $ 38,302  $ 160,349  $ 148,044 
General and administrative
GAAP general and administrative $ 26,154  $ 31,426  $ 113,399  $ 116,077 
Stock-based compensation (8,066) (12,090) (36,619) (43,117)
Non-GAAP general and administrative $ 18,088  $ 19,336  $ 76,780  $ 72,960 
Operating loss
GAAP operating loss $ (34,331) $ (42,584) $ (167,915) $ (198,028)
Stock-based compensation 24,945  35,156  107,930  134,316 
Restructuring charges —  —  9,720  — 
Executive transition costs —  385  —  2,791 
Amortization of acquired intangible assets 4,774  4,775  19,100  19,926 
Impairment expense 448  —  4,144  4,316 
Non-GAAP operating loss $ (4,164) $ (2,268) $ (27,021) $ (36,679)
Net loss
GAAP net loss $ (32,886) $ (23,386) $ (158,058) $ (133,088)
Stock-based compensation 24,945  35,156  107,930  134,316 
Restructuring charges —  —  9,720  — 
Executive transition costs —  385  —  2,791 
Amortization of acquired intangible assets 4,774  4,775  19,100  19,926 
Net gain on extinguishment of debt (1,365) (15,656) (1,365) (52,416)
Impairment expense 448  —  4,144  4,316 
Amortization of debt discount and issuance costs 318  456  1,379  2,477 
Non-GAAP net income (loss) $ (3,766) $ 1,730  $ (17,150) $ (21,678)
Non-GAAP net income (loss) per common share — basic and diluted $ (0.03) $ 0.01  $ (0.12) $ (0.17)
Weighted average basic common shares 141,085 131,843 138,099 128,770
Weighted average diluted common shares 141,085 141,162 138,099 128,770






Reconciliation of GAAP to Non-GAAP Financial Measures
(in thousands, unaudited) (continued)
Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Reconciliation of GAAP to Non-GAAP diluted shares
GAAP diluted shares
141,085  131,843  138,099  128,770 
Other dilutive equity awards
—  9,319  —  — 
Non-GAAP diluted shares
141,085  141,162  138,099  128,770 
Non-GAAP diluted net income (loss) per share
(0.03) 0.01  (0.12) (0.17)


Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Adjusted EBITDA
GAAP net loss $ (32,886) $ (23,386) $ (158,058) $ (133,088)
Stock-based compensation 24,945  35,156  107,930  134,316 
Restructuring charges —  —  9,720  — 
Executive transition costs —  385  —  2,791 
Net gain on extinguishment of debt (1,365) (15,656) (1,365) (52,416)
Impairment expense 448  —  4,144  4,316 
Depreciation and other amortization 13,911  13,727  54,535  52,139 
Amortization of acquired intangible assets 4,774  4,775  19,100  19,926 
Amortization of debt discount and issuance costs 318  456  1,379  2,477 
Interest income (3,267) (4,584) (14,871) (18,186)
Interest expense 913  288  1,368  1,574 
Other expense, net 815  763  1,028  1,832 
Income tax expense (benefit) 1,141  (465) 2,604  (221)
Adjusted EBITDA $ 9,747  $ 11,459  $ 27,514  $ 15,460 





Condensed Consolidated Balance Sheets
(in thousands, unaudited)
As of
December 31, 2024
As of
December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents $ 286,175  $ 107,921 
Marketable securities, current 9,707  214,799 
Accounts receivable, net of allowance for credit losses 115,988  120,498 
Prepaid expenses and other current assets 28,325  20,455 
Total current assets 440,195  463,673 
Property and equipment, net 179,097  176,608 
Operating lease right-of-use assets, net 50,433  55,212 
Goodwill 670,356  670,356 
Intangible assets, net 42,876  62,475 
Marketable securities, non-current —  6,088 
Other assets 68,402  90,779 
Total assets $ 1,451,359  $ 1,525,191 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 6,044  $ 5,611 
Accrued expenses 41,622  61,818 
Finance lease liabilities, current 2,328  15,684 
Operating lease liabilities, current 25,155  24,042 
Other current liabilities 29,307  40,539 
Total current liabilities 104,456  147,694 
Long-term debt 337,614  343,507 
Finance lease liabilities, non-current —  1,602 
Operating lease liabilities, non-current 39,561  48,484 
Other long-term liabilities 4,478  4,416 
Total liabilities 486,109  545,703 
Stockholders’ equity:
Common stock
Additional paid-in capital 1,958,157  1,815,245 
Accumulated other comprehensive loss (100) (1,008)
Accumulated deficit (992,810) (834,752)
Total stockholders’ equity 965,250  979,488 
Total liabilities and stockholders’ equity $ 1,451,359  $ 1,525,191 








Condensed Consolidated Statements of Cash Flows
(in thousands, unaudited)
Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Cash flows from operating activities:
Net loss $ (32,886) $ (23,386) $ (158,058) $ (133,088)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation expense 13,786  13,587  54,037  51,602 
Amortization of intangible assets 4,900  4,899  19,599  20,424 
Non-cash lease expense 5,655  5,451  22,474  22,678 
Amortization of debt discount and issuance costs 316  456  1,377  2,476 
Amortization of deferred contract costs 4,746  4,295  18,623  15,548 
Stock-based compensation 24,945  35,447  107,930  136,303 
Deferred income taxes 893  (900) 1,793  (900)
Provision for credit losses 1,434  714  3,834  2,025 
Loss on disposals of property and equipment 96  —  540  505 
Amortization of discounts on investments (507) (990) (3,973) (646)
Impairment of operating lease right-of-use assets —  156  371  744 
Impairment expense 448  —  4,144  4,316 
Net gain on extinguishment of debt (1,365) (15,656) (1,365) (52,416)
Other adjustments (897) 905  (814) 648 
Changes in operating assets and liabilities:
Accounts receivable (622) (22,590) 676  (32,945)
Prepaid expenses and other current assets (207) 4,107  (7,627) 8,709 
Other assets (4,140) (6,868) (11,869) (23,137)
Accounts payable (3,903) (876) 611  382 
Accrued expenses 1,220  (1,603) (2,922) (7,856)
Operating lease liabilities (7,200) (5,137) (26,541) (22,074)
Other liabilities (1,492) 612  (6,434) 7,064 
Net cash provided by (used in) operating activities 5,220  (7,377) 16,406  362 
Cash flows from investing activities:
Purchases of marketable securities —  (59,142) (155,099) (132,233)
Sales of marketable securities —  24,850  —  25,625 
Maturities of marketable securities 81,480  5,642  371,189  433,767 
Advance payment for purchase of property and equipment —  —  (790) — 
Purchases of property and equipment (4,969) (2,693) (10,330) (10,976)
Proceeds from sale of property and equipment —  —  24  49 
Capitalized internal-use software (5,602) (5,902) (26,094) (21,292)
Net cash provided by (used in) investing activities 70,909  (37,245) 178,900  294,940 
Cash flows from financing activities:
Payments of debt issuance costs (5,729) —  (5,729) — 
Cash paid for debt extinguishment —  (113,606) —  (310,540)
Repayments of finance lease liabilities (2,554) (5,932) (14,958) (27,175)
Payment of deferred consideration for business acquisitions —  —  (3,771) (4,393)
Proceeds from exercise of vested stock options 805  161  1,115  2,169 
Proceeds from employee stock purchase plan 161  1,550  6,244  8,559 
Net cash used in financing activities (7,317) (117,827) (17,099) (331,380)
Effects of exchange rate changes on cash, cash equivalents, and restricted cash (151) 70  (103) 608 
Net increase (decrease) in cash, cash equivalents, and restricted cash 68,661  (162,379) 178,104  (35,470)
Cash, cash equivalents, and restricted cash at beginning of period 217,514  270,450  108,071  143,541 
Cash, cash equivalents, and restricted cash at end of period 286,175  108,071  286,175  108,071 
Reconciliation of cash, cash equivalents, and restricted cash as shown in the statements of cash flows:
Cash and cash equivalents 286,175  107,921  286,175  107,921 
Restricted cash, current —  150  —  150 
Total cash, cash equivalents, and restricted cash $ 286,175  $ 108,071  $ 286,175  $ 108,071 







Free Cash Flow
(in thousands, unaudited)
Three months ended
December 31,
Year ended
December 31,
2024 2023 2024 2023
Net cash provided by (used in) operating activities $ 5,220  $ (7,377) $ 16,406  $ 362 
Capital expenditures(1)
(13,125) (14,527) (51,358) (59,394)
Advance payment for purchase of property and equipment(2)
—  —  (790) — 
Free Cash Flow $ (7,905) $ (21,904) $ (35,742) $ (59,032)
__________
(1)Capital expenditures are defined as cash used for purchases of property and equipment, net of proceeds from sale of property and equipment, capitalized internal-use software and payments on finance lease obligations, as reflected in our statement of cash flows.
(2)In the year ended December 31, 2024, we received $14.6 million of capital equipment that was prepaid prior to the current year, as reflected in the supplemental disclosure of our statement of cash flows.












Contacts
Investor Contact
Vernon Essi, Jr.
ir@fastly.com

Media Contact
Spring Harris
press@fastly.com

Source: Fastly, Inc.

EX-99.2 3 newex992-investorsupplemen.htm EX-99.2 Document
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Fourth Quarter 2024 Investor Supplement

Corporate Highlights
•Refinanced a portion of our outstanding convertible debt, raising $150 million of 7.75% convertible senior notes with a 100% conversion premium due in 2028 and repurchased $158 million in principal amount of our existing 0% convertible notes due in 2026 for approximately $0.95 on the dollar.
•Fastly named a Leader in the IDC MarketScape: Worldwide Edge Delivery Services 2024 Vendor Assessment (November 2024). This is the second time Fastly has been named a Leader in an IDC MarketScape report.
•Fastly named to the 2025 Newsweek Excellence Index, a list of the top 1000 companies that have demonstrated best practices in stakeholder ratings, social responsibility, and financial responsibility.
•Fastly Bot Management won a 2025 DEVIES Award for the Best Innovation in AppSecOps.

Product Innovation and Developments
•Launched Fastly DDoS Protection to automatically detect and mitigate disruptive and distributed attacks against applications and APIs.
•Released Fastly AI Accelerator to GA and expanded compatibility to leading LLMs, including OpenAI ChatGPT and Google Gemini.
•Launched Fastly Object Storage, an S3-compatible large object storage solution with zero egress fees, allowing users to store and access large files with a familiar footprint.
•Added Log Explorer & Insights to Fastly Observability packages to help users unlock valuable insights within log data.
•Made it easier for customers to purchase Fastly products with in-app purchases for Fastly DDoS Protection, Object Storage, and AI Accelerator.


Calculations of Key and Other Selected Metrics – Quarterly (unaudited)
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Revenue by Product (in millions):
Network Services Revenue $ 94.3 $ 98.5 $ 102.5 $ 109.8 $ 106.0 $ 104.2 $ 107.4 $ 110.1
Security Revenue $ 21.2 $ 22.5 $ 23.3 $ 25.8 $ 24.6 $ 25.4 $ 26.2 $ 26.9
Other Revenue $ 2.0 $ 1.8 $ 1.9 $ 2.2 $ 2.9 $ 2.8 $ 3.6 $ 3.6
Total Revenue
$ 117.6 $ 122.8 $ 127.8 $ 137.8 $ 133.5 $ 132.4 $ 137.2 $ 140.6
Key Metrics:
Enterprise Customer Count(1)
540  551  547  578  577  601  576  596 
Enterprise Customer Revenue % 91  % 92  % 92  % 92  % 91  % 91  % 92  % 93  %
Total Customer Count(1)
3,100  3,072  3,102  3,243  3,290  3,295  3,638  3,061 
Top Ten Customer Revenue % 35  % 37  % 40  % 40  % 38  % 34  % 33  % 32  %
LTM Net Retention Rate (NRR)(2)
116  % 116  % 114  % 113  % 114  % 110  % 105  % 102  %
Annual Revenue Retention Rate (ARR)(4)
—  % —  % —  % 99.2  % —  % —  % —  % 99.0  %
Remaining Performance Obligation (RPO)(3)
$ 242.4 $ 230.9 $ 247.6 $ 235.7 $ 227.0 $ 223.1 $ 235.4 $ 244.4
Exhibit 99.2

Customer and Partner Highlights
•Customer packages grew over 60% year-over-year and those involving new logos grew 70% year-over-year. In 2024, customer packages grew over 150%.
•Insurance Auto Auctions, an RB Global company and a global marketplace for insights, services, and transaction solutions for commercial assets and vehicles, selected Fastly’s Network Services offerings.
•Instructure, an education technology company, selected Fastly’s Next-Gen WAF for its Credentials and Learner Mobility products.
•Hacomono, an all-in-one management system for wellness/sports facilities, selected Fastly’s Next-Gen WAF offerings.

Key Metrics Highlights
•Enterprise customer1 count was 596 in the fourth quarter, up 20 from the third quarter of 2024.
•Fastly's top ten customers accounted for 32% of revenue in the fourth quarter compared to 40% in the fourth quarter of 2023.
•Last 12-month net retention rate (LTM NRR)2 decreased to 102% in the fourth quarter from 105% in the third quarter of 2024.
•Remaining performance obligations (RPO)3 were $244 million, up 4% from $235 million in the third quarter of 2024.
•Annual revenue retention rate (ARR)4 was 99.0% in 2024, decreasing from 99.2% in 2023.
First Quarter and Full Year 2025 Guidance:
Q1 2025 Full Year 2025
Total Revenue (millions) $136.0 - $140.0 $575.0 - $585.0
Non-GAAP Operating Loss (millions)(5)
($11.0) - ($7.0) ($15.0) - ($9.0)
Non-GAAP Net Loss per share (6)(7)
($0.09) - ($0.05) ($0.15) - ($0.09)




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Key Metrics
1.Our number of customers is calculated based on the number of separate identifiable operating entities with which we have a billing relationship in good standing, from which we recognized revenue during the current quarter. Our enterprise customers are defined as those with annualized current quarter revenue in excess of $100,000. This is calculated by taking the revenue for each customer within the quarter and multiplying it by four. During the fourth quarter of 2024, we identified an immaterial error in the historical calculation of our total customer count related to our online self-service customers. Revenue that would have been recorded for these customers was less than $0.1 million for the quarter ended December 31, 2024. Due to the immateriality, we have not revised prior periods.
2.We calculate LTM Net Retention Rate by dividing the total customer revenue for the prior twelve-month period (“prior 12-month period”) ending at the beginning of the last twelve-month period (“LTM period”) minus revenue contraction due to billing decreases or customer churn, plus revenue expansion due to billing increases during the LTM period from the same customers by the total prior 12-month period revenue. We believe the LTM Net Retention Rate is supplemental as it removes some of the volatility that is inherent in a usage-based business model.
3.Remaining performance obligations include future committed revenue for periods within current contracts with customers, as well as deferred revenue arising from consideration invoiced for which the related performance obligations have not been satisfied.
4.Annual Revenue Retention rate is calculated by first calculating "Annual Revenue Churn", which is calculated by multiplying the final full month of revenue from a customer that terminated its contract with us, (a "Churned Customer") by the number of months remaining in the same calendar year. Our ARR rate is calculated by subtracting the quotient of the Annual Revenue Churn from all of our Churned Customers from which we recognized revenue during the last quarter of the prior year divided by our annual revenue of the same calendar year from 100%. Our ARR was 99.0%, down 0.2% year-over-year.
5.For a reconciliation of non-GAAP financial measures to their corresponding GAAP measures, please refer to the reconciliation table at the end of this supplement.
6.Assumes weighted average basic shares outstanding of 143.4 million in Q1 2025 and 147.1 million for the full year 2025.
7. Non-GAAP Net Loss per share is calculated as Non-GAAP Net Loss divided by weighted average basic shares for 2025.



Forward-Looking Statements

This investor supplement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended, about us and our industry that involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or Fastly's future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates,” “going to,” "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential," "continue," “would,” or the negative of these words or other similar terms or expressions that concern Fastly's expectations, goals, strategy, priorities, plans, projections, or intentions. Forward-looking statements in this investor supplement include, but are not limited to, statements regarding Fastly’s future financial and operating performance, including its outlook and guidance; the performance of our existing and new products and product enhancements; the capabilities of Fastly Next-Gen WAF, Fastly Bot Management, Fastly DDoS Protection, Fastly AI Accelerator, Fastly Object Storage, and Log Explorer & Insights; expectations regarding customer experiences with Fastly's in-app purchases; and Fastly's strategies, product and business plans. Fastly's expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks include the possibility that: Fastly is unable to attract and retain customers; Fastly's existing customers and partners do not maintain or increase usage of Fastly's platform; Fastly's platform and product features do not meet expectations, including due to defects, interruptions, security breaches, delays in performance or other similar problems; Fastly is unable to adapt to meet evolving market and customer demands and rapid technological change; Fastly is unable to comply with modified or new industry standards, laws and regulations; Fastly is unable to generate sufficient revenues to achieve or sustain profitability; Fastly’s limited operating history makes it difficult to evaluate its prospects and future operating results; Fastly is unable to effectively manage its growth; and Fastly is unable to compete effectively. The forward-looking statements contained in this investor supplement are also subject to other risks and uncertainties, including those more fully described in Fastly’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, and additional information set forth in Fastly's Annual Report on Form 10-K for the year ended December 31, 2024 and other filings and reports that Fastly may file from time to time with the SEC. The forward-looking statements in this investor supplement are based on information available to Fastly as of the date hereof, and Fastly disclaims any obligation to update any forward-looking statements, except as required by law.


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Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States ("GAAP"), the Company uses the following non-GAAP measures of financial performance: non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating loss, non-GAAP net income (loss), non-GAAP basic and diluted net income (loss) per common share, non-GAAP research and development, non-GAAP sales and marketing, non-GAAP general and administrative, free cash flow and adjusted EBITDA. The presentation of this additional financial information is not intended to be considered in isolation from, as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. These non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP. In addition, these non-GAAP financial measures may be different from the non-GAAP financial measures used by other companies. These non-GAAP measures should only be used to evaluate our results of operations in conjunction with the corresponding GAAP measures. Management compensates for these limitations by reconciling these non-GAAP financial measures to the most comparable GAAP financial measures within our earnings releases.
Non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating loss, non-GAAP net income (loss) and non-GAAP basic and diluted net income (loss) per common share, non-GAAP research and development, non-GAAP sales and marketing, and non-GAAP general and administrative differ from GAAP in that they exclude stock-based compensation expense, amortization of acquired intangible assets, acquisition-related expenses, executive transition costs, net gain on extinguishment of debt, impairment expense and amortization of debt discount and issuance costs.
Adjusted EBITDA: excludes stock-based compensation expense, depreciation and other amortization expenses, amortization of acquired intangible assets, acquisition-related expenses, executive transition costs, interest income, interest expense, including amortization of debt discount and issuance costs, net gain on extinguishment of debt, impairment expense, other income (expense), net, and income taxes.
Acquisition-Related Expenses: consists of acquisition-related charges that are not related to ongoing operations. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because these charges may not be reflective of our core business, ongoing operating results, or future outlook.
Amortization of Acquired Intangible Assets: consists of non-cash charges that can be affected by the timing and magnitude of asset purchases and acquisitions. Management considers its operating results without this activity when evaluating its ongoing non-GAAP performance and its adjusted EBITDA performance because these charges are non-cash expenses that can be affected by the timing and magnitude of asset purchases and acquisitions and may not be reflective of our core business, ongoing operating results, or future outlook.
Amortization of Debt Discount and Issuance Costs: consists primarily of amortization expense related to our debt obligations. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook. These are included in our total interest expense.
Capital Expenditures: consists of cash used for purchases of property and equipment, net of proceeds from sale of property and equipment, capitalized internal-use software and payments on finance lease obligations, as reflected in our statement of cash flows.
Depreciation and Other Amortization Expense: consists of non-cash charges that can be affected by the timing and magnitude of asset purchases. Management considers its operating results without this activity when evaluating its ongoing adjusted EBITDA performance because these charges are non-cash expenses that can be affected by the timing and magnitude of asset purchases and may not be reflective of our core business, ongoing operating results, or future outlook.
Executive Transition Costs: consists of one-time cash and non-cash charges recognized with respect to changes in our executive’s employment status. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.


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Free Cash Flow: calculated as net cash used in operating activities less purchases of property and equipment, net of proceeds from sale of property and equipment, principal payments of finance lease liabilities, capitalized internal-use software costs and advance payments made related to capital expenditures. Management specifically identifies adjusting items in the reconciliation of GAAP to non-GAAP financial measures. Management considers non-GAAP free cash flow to be a profitability and liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that can possibly be used for investing in Fastly's business and strengthening its balance sheet, but it is not intended to represent the residual cash flow available for discretionary expenditures. The presentation of non-GAAP free cash flow is also not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.
Impairment Expense: consists of charges related to our long-lived assets. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Income Taxes: consists primarily of expenses recognized related to state and foreign income taxes. Management considers its operating results without this activity when evaluating its ongoing adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Interest Expense: consists primarily of interest expense related to our debt instruments, including amortization of debt discount and issuance costs. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Interest Income: consists primarily of interest income related to our marketable securities. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Net Gain on Debt Extinguishment: relates to net gain on the partial repurchase of our outstanding convertible debt. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Other Income (Expense), Net: consists primarily of foreign currency transaction gains and losses. Management considers its operating results without this activity when evaluating its ongoing adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Restructuring Charges: consists primarily of employee-related severance and termination benefits related to management's restructuring plan that resulted in a reduction in our workforce. Management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance because it is not believed by management to be reflective of our core business, ongoing operating results or future outlook.
Stock-Based Compensation Expense: consists of expenses for stock options, restricted stock units, performance awards, restricted stock awards and Employee Stock Purchase Plan ("ESPP") under our equity incentive plans. Although stock-based compensation is an expense for the Company and is viewed as a form of compensation, management considers its operating results without this activity when evaluating its ongoing non-GAAP net income (loss) performance and its adjusted EBITDA performance, primarily because it is a non-cash expense not believed by management to be reflective of our core business, ongoing operating results, or future outlook. In addition, the value of some stock-based instruments is determined using formulas that incorporate variables, such as market volatility, that are beyond our control.
Management believes these non-GAAP financial measures and adjusted EBITDA serve as useful metrics for our management and investors because they enable a better understanding of the long-term performance of our core business and facilitate comparisons of our operating results over multiple periods and to those of peer companies, and when taken together with the corresponding GAAP financial measures and our reconciliations, enhance investors' overall understanding of our current financial performance.
In the financial tables below, the Company provides a reconciliation of the most comparable GAAP financial measure to the historical non-GAAP financial measures used in this investor supplement.


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Consolidated Statements of Operations – Quarterly
(unaudited, in thousands, except per share amounts)
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Revenue $ 117,564  $ 122,831  $ 127,816  $ 137,777  $ 133,520  $ 132,371  $ 137,206  $ 140,579 
Cost of revenue(1)
57,310  58,617  61,730  62,003  60,286  59,470  62,466  65,516 
Gross profit 60,254  64,214  66,086  75,774  73,234  72,901  74,740  75,063 
Operating expenses:
Research and development(1)
37,431  37,421  39,068  38,270  38,248  35,106  31,884  32,742 
Sales and marketing(1)
44,271  47,797  51,043  48,662  49,607  52,959  45,994  50,050 
General and administrative (1)
25,827  28,823  30,001  31,426  31,639  28,433  27,173  26,154 
Impairment expense —  —  4,316  —  —  3,137  559  448 
Restructuring charges
—  —  —  —  —  —  9,720  — 
Total operating expenses 107,529  114,041  124,428  118,358  119,494  119,635  115,330  109,394 
Loss from operations (47,275) (49,827) (58,342) (42,584) (46,260) (46,734) (40,590) (34,331)
Net gain on extinguishment of debt —  36,760  —  15,656  —  —  —  1,365 
Interest income 4,186  4,508  4,908  4,584  3,848  3,937  3,819  3,267 
Interest expense (1,213) (1,232) (862) (744) (579) (464) (473) (1,231)
Other income (expense), net
(250) (803) (16) (763) (89) 193  (317) (815)
Loss before income tax expense (benefit)
(44,552) (10,594) (54,312) (23,851) (43,080) (43,068) (37,561) (31,745)
Income tax expense (benefit) 135  110  (1) (465) 347  661  455  1,141 
Net loss $ (44,687) $ (10,704) $ (54,311) $ (23,386) $ (43,427) $ (43,729) $ (38,016) $ (32,886)
Net loss per share attributable to common stockholders, basic and diluted $ (0.36) $ (0.08) $ (0.42) $ (0.18) $ (0.32) $ (0.32) $ (0.27) $ (0.23)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 125,418  127,863  129,873  131,843  134,587  137,444  139,237  141,085 
__________
(1)Includes stock-based compensation expense as follows:
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Cost of revenue $ 2,681  $ 2,837  $ 2,860  $ 3,278  $ 2,779  $ 2,044  $ 1,911  $ 1,910 
Research and development 11,481  12,205  12,122  12,019  10,323  7,983  7,378  7,922 
Sales and marketing 6,705  9,877  9,061  8,060  7,843  7,058  7,113  7,047 
General and administrative 7,284  12,073  11,670  12,090  10,876  9,063  8,614  8,066 
Total $ 28,151  $ 36,992  $ 35,713  $ 35,447  $ 31,821  $ 26,148  $ 25,016  $ 24,945 




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Reconciliation of GAAP to Non-GAAP Financial Measures - Quarterly
(unaudited, in thousands, except per share amounts)
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Gross Profit
GAAP gross Profit $ 60,254  $ 64,214  $ 66,086  $ 75,774  $ 73,234  $ 72,901  $ 74,740  $ 75,063 
Stock-based compensation 2,681  2,837  2,860  3,278  2,779  2,044  1,911  1,910 
Amortization of acquired intangible assets 2,475  2,475  2,475  2,475  2,475  2,475  2,475  2,475 
Non-GAAP gross profit 65,410  69,526  71,421  81,527  78,488  77,420  79,126  79,448 
GAAP gross margin 51.3  % 52.3  % 51.7  % 55.0  % 54.8  % 55.1  % 54.5  % 53.4  %
Non-GAAP gross margin 55.6  % 56.6  % 55.9  % 59.2  % 58.8  % 58.5  % 57.7  % 56.5  %
Research and development
GAAP research and development 37,431  37,421  39,068  38,270  38,248  35,106  31,884  32,742 
Stock-based compensation (11,481) (12,205) (10,426) (11,728) (10,323) (7,983) (7,378) (7,922)
Executive transition costs —  —  (2,406) (385) —  —  —  — 
Non-GAAP research and development 25,950  25,216  26,236  26,157  27,925  27,123  24,506  24,820 
Sales and marketing
GAAP sales and marketing 44,271  47,797  51,043  48,662  49,607  52,959  45,994  50,050 
Stock-based compensation (6,705) (9,877) (9,061) (8,060) (7,843) (7,058) (7,113) (7,047)
Amortization of acquired intangible assets (2,575) (2,575) (2,576) (2,300) (2,300) (2,301) (2,300) (2,299)
Non-GAAP sales and marketing 34,991  35,345  39,406  38,302  39,464  43,600  36,581  40,704 
General and administrative
GAAP general and administrative 25,827  28,823  30,001  31,426  31,639  28,433  27,173  26,154 
Stock-based compensation (7,284) (12,073) (11,670) (12,090) (10,876) (9,063) (8,614) (8,066)
Non-GAAP general and administrative 18,543  16,750  18,331  19,336  20,763  19,370  18,559  18,088 
Operating loss
GAAP operating loss (47,275) (49,827) (58,342) (42,584) (46,260) (46,734) (40,590) (34,331)
Stock-based compensation 28,151  36,992  34,017  35,156  31,821  26,148  25,016  24,945 
Restructuring charges
—  —  —  —  —  —  9,720  — 
Executive transition costs —  —  2,406  385  —  —  —  — 
Amortization of acquired intangible assets 5,050  5,050  5,051  4,775  4,775  4,776  4,775  4,774 
Impairment expense
—  —  4,316  —  —  3,137  559  448 
Non-GAAP operating loss (14,074) (7,785) (12,552) (2,268) (9,664) (12,673) (520) (4,164)
Net loss
GAAP net loss (44,687) (10,704) (54,311) (23,386) (43,427) (43,729) (38,016) (32,886)
Stock-based compensation 28,151  36,992  34,017  35,156  31,821  26,148  25,016  24,945 
Restructuring charges —  —  —  —  —  —  9,720  — 
Executive transition costs —  —  2,406  385  —  —  —  — 
Amortization of acquired intangible assets 5,050  5,050  5,051  4,775  4,775  4,776  4,775  4,774 
Net gain on extinguishment of debt —  (36,760) —  (15,656) —  —  —  (1,365)
Impairment expense —  —  4,316  —  —  3,137  559  448 
Amortization of debt issuance costs 716  803  502  456  354  349  358  318 
Non-GAAP net income (loss)
$ (10,770) $ (4,619) $ (8,019) $ 1,730  $ (6,477) $ (9,319) $ 2,412  $ (3,766)
GAAP net loss per common share — basic and diluted
$ (0.36) $ (0.08) $ (0.42) $ (0.18) $ (0.32) $ (0.32) $ (0.27) $ (0.23)
Non-GAAP net income (loss) per common share — basic and diluted $ (0.09) $ (0.04) $ (0.06) $ 0.01  $ (0.05) $ (0.07) $ 0.02  $ (0.03)
Weighted average basic common shares 125,418  127,863  129,873  131,843  134,587  137,444  139,237  141,085 
Weighted average diluted common shares 125,418  127,863  129,873  141,162  134,587  137,444  143,415  141,085 



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Reconciliation of GAAP to Non-GAAP Financial Measures - Quarterly (Continued)
(unaudited, in thousands, except per share amounts)

Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Reconciliation of GAAP to Non-GAAP diluted shares:
GAAP diluted shares 125,418  127,863  129,873  131,843  134,587  137,444  139,237  141,085 
Other dilutive equity awards —  —  —  9,319  —  —  4,178  — 
Non-GAAP diluted shares 125,418  127,863  129,873  141,162  134,587  137,444  143,415  141,085 
Non-GAAP diluted net income (loss) per share
(0.09) (0.04) (0.06) 0.01  (0.05) (0.07) 0.02  (0.03)

Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Adjusted EBITDA
GAAP net loss $ (44,687) $ (10,704) $ (54,311) $ (23,386) $ (43,427) $ (43,729) $ (38,016) $ (32,886)
Stock-based compensation 28,151  36,992  34,017  35,156  31,821  26,148  25,016  24,945 
Depreciation and other amortization 12,179  13,030  13,202  13,727  13,400  13,443  13,781  13,911 
Amortization of acquired intangible assets 5,050  5,050  5,051  4,775  4,775  4,776  4,775  4,775 
Amortization of debt discount and issuance costs 716  803  502  456  354  349  358  318 
Restructuring charges —  —  —  —  —  —  9,720  — 
Executive transition costs —  —  2,406  385  —  —  —  — 
Net gain on extinguishment of debt —  (36,760) —  (15,656) —  —  —  (1,365)
Impairment expense —  —  4,316  —  —  3,137  559  448 
Interest income (4,186) (4,508) (4,908) (4,584) (3,848) (3,937) (3,819) (3,267)
Interest expense 497  429  360  288  225  115  115  913 
Other (income) expense, net 250  803  16  763  89  (193) 317  815 
Income tax (benefit) expense 135  110  (1) (465) 347  661  455  1,141 
Adjusted EBITDA $ (1,895) $ 5,245  $ 650  $ 11,459  $ 3,736  $ 770  $ 13,261  $ 9,747 




























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Non-GAAP Consolidated Statements of Operations - Quarterly
(unaudited, in thousands, except per share amounts)
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Revenue $ 117,564  $ 122,831  $ 127,816  $ 137,777  $ 133,520  $ 132,371  $ 137,206  $ 140,579 
Cost of revenue (1)(2)
52,154  53,305  56,395  56,250  55,032  54,951  58,080  61,131 
Gross profit (1)(2)
65,410  69,526  71,421  81,527  78,488  77,420  79,126  79,448 
Operating expenses:
Research and development(1)(3)
25,950  25,216  26,236  26,157  27,925  27,123  24,506  24,820 
Sales and marketing(1)(2)
34,991  35,345  39,406  38,302  39,464  43,600  36,581  40,704 
General and administrative (1)
18,543  16,750  18,331  19,336  20,763  19,370  18,559  18,088 
Total operating expenses(1)(2)(3)(4)(5)
79,484  77,311  83,973  83,795  88,152  90,093  79,646  83,612 
Loss from operations(1)(2)(3)(4)(5)
(14,074) (7,785) (12,552) (2,268) (9,664) (12,673) (520) (4,164)
Interest income 4,186  4,508  4,908  4,584  3,848  3,937  3,819  3,267 
Interest expense(6)
(497) (429) (360) (288) (225) (115) (115) (913)
Other income (expense), net (250) (803) (16) (763) (89) 193  (317) (815)
Income (loss) before income tax expense (benefit)(1)(2)(3)(4)(5)(6)(7)
(10,635) (4,509) (8,020) 1,265  (6,130) (8,658) 2,867  (2,625)
Income tax expense (benefit)
135  110  (1) (465) 347  661  455  1,141 
Net income (loss)(1)(2)(3)(4)(5)(6)(7)
$ (10,770) $ (4,619) $ (8,019) $ 1,730  $ (6,477) $ (9,319) $ 2,412  $ (3,766)
Net income (loss) per share attributable to common stockholders, basic and diluted $ (0.09) $ (0.04) $ (0.06) $ 0.01  $ (0.05) $ (0.07) $ 0.02  $ (0.03)
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, basic 125,418 127,863 129,873 131,843 134,587 137,444 139,237 141,085
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted 125,418 127,863 129,873 141,162 134,587 137,444 143,415 141,085
(1) Excludes stock-based compensation. See GAAP to Non-GAAP reconciliations.
(2) Excludes amortization of acquired intangible assets. See GAAP to Non-GAAP reconciliations.
(3) Excludes executive transition costs. See GAAP to Non-GAAP reconciliations.
(4) Excludes impairment expense. See GAAP to Non-GAAP reconciliations.
(5) Excludes restructuring charges. See GAAP to Non-GAAP reconciliations.
(6) Excludes amortization of debt discount and issuance costs. See GAAP to Non-GAAP reconciliations.
(7) Excludes net gain on extinguishment of debt. See GAAP to Non-GAAP reconciliations.





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Consolidated Balance Sheets - Quarterly
(unaudited, in thousands)
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Assets
Current assets:
Cash and cash equivalents $ 348,463  $ 273,742  $ 270,300  $ 107,921  $ 150,809  $ 147,196  $ 217,514  $ 286,175 
Marketable securities 198,116  123,605  158,055  214,799  178,677  164,569  90,733  9,707 
Accounts receivable, net 85,344  78,295  98,622  120,498  107,517  113,878  116,800  115,988 
Prepaid expenses and other current assets 29,717  29,500  24,481  20,455  23,207  25,312  28,011  28,325 
Total current assets 661,640  505,142  551,458  463,673  460,210  450,955  453,058  440,195 
Property and equipment, net 179,922  179,045  171,914  176,608  177,574  177,058  180,288  179,097 
Operating lease right-of-use assets, net 60,615  56,733  52,927  55,212  54,420  52,451  47,700  50,433 
Goodwill 670,192  670,356  670,356  670,356  670,356  670,356  670,356  670,356 
Intangible assets, net 77,725  72,550  67,375  62,475  57,576  52,676  47,776  42,876 
Marketable securities, non-current 117,518  78,042  32,280  6,088  1,743  —  —  — 
Other assets 94,798  95,550  94,353  90,779  84,044  79,176  72,576  68,402 
Total assets $ 1,862,410  $ 1,657,418  $ 1,640,663  $ 1,525,191  $ 1,505,923  $ 1,482,672  $ 1,471,754  $ 1,451,359 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable $ 4,668  $ 5,561  $ 5,723  $ 5,611  $ 5,485  $ 5,532  $ 11,354  $ 6,044 
Accrued expenses 42,311  47,001  56,595  61,818  35,555  34,445  40,854  41,622 
Finance lease liabilities 24,763  22,233  19,250  15,684  11,974  8,178  4,882  2,328 
Operating lease liabilities 20,516  20,575  21,533  24,042  22,580  25,399  23,857  25,155 
Other current liabilities 32,942  36,234  40,234  40,539  44,633  35,748  33,261  29,307 
Total current liabilities 125,200  131,604  143,335  147,694  120,227  109,302  114,208  104,456 
Long-term debt, less current portion 705,378  472,369  472,823  343,507  343,837  344,167  344,498  337,614 
Finance lease liabilities, noncurrent 10,858  7,026  3,860  1,602  440  —  —  — 
Operating lease liabilities, noncurrent 56,275  51,448  47,775  48,484  46,857  44,634  40,565  39,561 
Other long-term liabilities 6,144  7,217  4,298  4,416  2,756  3,382  3,029  4,478 
Total liabilities 903,855  669,664  672,091  545,703  514,117  501,485  502,300  486,109 
Stockholders’ equity:
Common stock
Additional paid-in capital 1,710,498  1,747,959  1,781,870  1,815,245  1,870,503  1,903,374  1,929,397  1,958,157 
Accumulated other comprehensive loss (5,594) (3,152) (1,934) (1,008) (521) (282) (22) (100)
Accumulated deficit (746,351) (757,055) (811,366) (834,752) (878,179) (921,908) (959,924) (992,810)
Total stockholders’ equity 958,555  987,754  968,572  979,488  991,806  981,187  969,454  965,250 
Total liabilities and stockholders’ equity $ 1,862,410  $ 1,657,418  $ 1,640,663  $ 1,525,191  $ 1,505,923  $ 1,482,672  $ 1,471,754  $ 1,451,359 








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Consolidated Statements of Cash Flows – Quarterly
(unaudited, in thousands)

Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Cash flows from operating activities:
Net loss $ (44,687) $ (10,704) $ (54,311) $ (23,386) $ (43,427) $ (43,729) $ (38,016) $ (32,886)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense 12,040  12,920  13,055  13,587  13,277  13,318  13,656  13,786 
Amortization of intangible assets 5,175  5,175  5,175  4,899  4,899  4,900  4,900  4,900 
Non-cash lease expense 6,115  5,648  5,464  5,451  5,556  5,800  5,463  5,655 
Amortization of debt discount and issuance costs 716  803  501  456  354  349  358  316 
Amortization of deferred contract costs 3,425  3,746  4,082  4,295  4,573  4,531  4,773  4,746 
Stock-based compensation 28,151  36,992  35,713  35,447  31,821  26,148  25,016  24,945 
Deferred income taxes
—  —  —  (900) 228  333  339  893 
Provision for credit losses 533  567  211  714  953  393  1,054  1,434 
(Gain) loss on disposals of property and equipment 251  296  (42) —  399  45  —  96 
Amortization of premiums (discounts) on investments
449  298  (403) (990) (1,158) (1,244) (1,064) (507)
Impairment of operating lease right-of-use assets —  187  401  156  —  —  371  — 
Impairment expense —  —  4,316  —  —  3,137  559  448 
Net gain on extinguishment of debt —  (36,760) —  (15,656) —  —  —  (1,365)
Other adjustments (243) (85) 71  905  (259) (178) 520  (897)
Changes in operating assets and liabilities:
Accounts receivable 3,701  6,482  (20,538) (22,590) 12,028  (6,754) (3,976) (622)
Prepaid expenses and other current assets (634) 217  5,019  4,107  (2,700) (2,131) (2,589) (207)
Other assets (7,212) (4,771) (4,286) (6,868) (1,814) (3,210) (2,705) (4,140)
Accounts payable (175) 1,119  314  (876) 101  (341) 4,754  (3,903)
Accrued expenses (6,827) 234  340  (1,603) (8,760) 1,911  2,707  1,220 
Operating lease liabilities (5,750) (6,682) (4,505) (5,137) (7,606) (4,406) (7,329) (7,200)
Other liabilities (3,889) 9,308  1,033  612  2,667  (3,820) (3,789) (1,492)
Net cash provided by (used in) operating activities (8,861) 24,990  (8,390) (7,377) 11,132  (4,948) 5,002  5,220 
Cash flows from investing activities:
Purchases of marketable securities —  —  (73,091) (59,142) (56,948) (60,249) (37,902) — 
Sales of marketable securities —  774  24,850  —  —  —  — 
Maturities of marketable securities 227,211  114,884  86,030  5,642  99,080  77,597  113,032  81,480 
Advance payment for purchase of property and equipment —  —  —  —  —  (790) —  — 
Purchases of property and equipment
(3,494) (4,464) (325) (2,693) (1,603) (1,762) (1,996) (4,969)
Proceeds from sale of property and equipment 22  14  13  —  —  24  —  — 
Capitalized internal-use software (4,209) (6,230) (4,951) (5,902) (6,845) (6,829) (6,818) (5,602)
Net cash provided by (used in) investing activities
219,530  104,978  7,677  (37,245) 33,684  7,991  66,316  70,909 
Cash flows from financing activities:
Payments of debt issuance costs —  —  —  —  —  —  —  (5,729)
Cash paid for debt extinguishment —  (196,934) —  (113,606) —  —  —  — 
Repayments of finance lease liabilities
(8,645) (6,557) (6,041) (5,932) (4,872) (4,236) (3,296) (2,554)
Payment of deferred consideration for business acquisitions —  (4,393) —  —  —  (3,771) —  — 
Proceeds from exercise of vested stock options 336  535  1,137  161  111  180  19  805 
Proceeds from employee stock purchase plan 2,596  2,191  2,222  1,550  2,881  1,034  2,168  161 
Net cash used in financing activities
(5,713) (205,158) (2,682) (117,827) (1,880) (6,793) (1,109) (7,317)
Effects of exchange rate changes on cash, cash equivalents, and restricted cash 116  469  (47) 70  (48) (13) 109  (151)
Net increase (decrease) in cash, cash equivalents, and restricted cash 205,072  (74,721) (3,442) (162,379) 42,888  (3,763) 70,318  68,661 
Cash, cash equivalents, and restricted cash at beginning of period 143,541  348,613  273,892  270,450  108,071  150,959  147,196  217,514 
Cash, cash equivalents, and restricted cash at end of period $ 348,613  $ 273,892  $ 270,450  $ 108,071  $ 150,959  $ 147,196  $ 217,514  $ 286,175 



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Free Cash Flow
(in thousands, unaudited)
Quarter ended
Q1 2023 Q2 2023 Q3 2023 Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024
Net cash provided by (used in) operating activities $ (8,861) $ 24,990  $ (8,390) $ (7,377) $ 11,132  $ (4,948) $ 5,002  $ 5,220 
Capital expenditures(1):
Purchases of property and equipment (3,494) (4,464) (325) (2,693) (1,603) (1,762) (1,996) (4,969)
Proceeds from sale of property and equipment 22  14  13  —  —  24  —  — 
Capitalized internal-use software (4,209) (6,230) (4,951) (5,902) (6,845) (6,829) (6,818) (5,602)
Repayments of finance lease liabilities (8,645) (6,557) (6,041) (5,932) (4,872) (4,236) (3,296) (2,554)
Advance payment for purchase of property and equipment (2)
—  —  —  —  —  (790) —  — 
Free Cash Flow $ (25,187) $ 7,753  $ (19,694) $ (21,904) $ (2,188) $ (18,541) $ (7,108) $ (7,905)
__________
(1)Capital expenditures are defined as cash used for purchases of property and equipment, net of proceeds from sale of property and equipment, capitalized internal-use software and payments on finance lease obligations, as reflected in our statement of cash flows.
(2)In the year ended December 31, 2024, we received $14.6 million of capital equipment that was prepaid prior to the current year, as reflected in the supplemental disclosure of our statement of cash flows.