10/09/2026 | Press release | Distributed by Public on 10/09/2026 16:36
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Dyckerhoff Stefan A 755 PAGE MILL ROAD, SUITE A-200 PALO ALTO, CA 94304-1005 |
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| /s/ Kanwalpreet S. Kalra, Attorney-in-Fact | 10/09/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | These shares represent an award of restricted stock units ("RSUs") granted on October 1, 2026, under the Astera Labs, Inc. 2024 Stock Option and Incentive Plan in lieu of cash compensation for quarterly non-employee director retainer fees pursuant to the Reporting Person's election. The award provides that 100% of the RSUs will vest on the three-month anniversary of the Vesting Commencement Date of August 15, 2026, subject to the Reporting Person's continuous service relationship with the Issuer through the applicable vesting date. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The Reporting Person shares pecuniary interest in these shares with other parties pursuant to contractual relationships. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest in these shares. |
| (2) | Includes shares to be issued in connection with the vesting of one or more restricted stock units. The Reporting Person shares pecuniary interest in these shares with other parties pursuant to contractual relationships. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest in these shares. |
| (3) | Shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 1, 2025. |
| (4) | Shares held by a trust of which the Reporting Person is a Trustee. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest therein. |
| (5) | Shares held by a limited partnership of which the Reporting Person is a trustee of a trust which is the general partner. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest therein. |
| (6) | Shares held by an irrevocable trust of which the Reporting Person is a Trustee. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest therein. |