Astera Labs CFO automatic sell-to-cover RSU tax sales disclosed

Q: What insider transaction did Astera Labs (ALAB) disclose on this Form 4?

The filing reports multiple sales of Astera Labs common stock by the company’s Chief Financial Officer on 11/17/2025 , all reported in Table I as dispositions of non-derivative securities.

Q: How many Astera Labs (ALAB) shares did the CFO sell and at what prices?

The CFO reported sales of 1,124 , 2,609 , 4,459 and 3,238 common shares at weighted average prices of $146.4152 , $145.6908 , $144.5342 and $143.5155 , respectively.

Q: Why were these Astera Labs (ALAB) shares sold by the CFO?

The footnotes state the shares were sold to satisfy tax withholding obligations arising from the vesting and settlement of previously granted restricted stock units, under an automatic “sell to cover” election made in advance by the issuer.

Q: Were the Astera Labs (ALAB) insider sales discretionary trades?

The explanation notes that the sales were automatic and mandated by the issuer’s prior election to fund tax withholding via a “sell to cover” mechanism, and explicitly states they do not represent discretionary trades by the reporting person.

Q: How many Astera Labs (ALAB) shares does the CFO own after these transactions?

Following the reported sales, the CFO held 192,297 shares of common stock directly. An additional 450,281 shares were held indirectly through the Tate 1997 Living Trust .

Q: What is the nature of the CFO’s indirect ownership in the Tate Trust shares of Astera Labs (ALAB)?

The 450,281 shares are owned by the Tate 1997 Living Trust, of which the reporting person is a trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of any pecuniary interest.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Astera Labs, Inc. (ALAB) reported insider share activity by its Chief Financial Officer on a Form 4. On 11/17/2025, the CFO had several small sales of common stock, including 1,124, 2,609, 4,459 and 3,238 shares, at weighted average prices between $147.0000 and $143.1850 per share. According to the footnotes, these transactions were automatic “sell-to-cover” sales required to satisfy tax withholding tied to the vesting of previously granted restricted stock units, and are described as non-discretionary.

After these sales, the CFO directly beneficially owned 192,297 shares of common stock. In addition, 450,281 shares were held indirectly through the Tate 1997 Living Trust, where the reporting person is a trustee and disclaims full beneficial ownership except for any pecuniary interest.

Insider Trade Summary

Net Seller: 11,430 shares ($1,653,859)

Net Sell 5 txns

Insider Tate Michael Truett

Role Chief Financial Officer

Sold 11,430 shs ($1.65M)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,124	$146.4152	$165K
Sale	Common Stock	2,609	$145.6908	$380K
Sale	Common Stock	4,459	$144.5342	$644K
Sale	Common Stock	3,238	$143.5155	$465K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 202,603 shares (Direct); Common Stock — 450,281 shares (Indirect, By Tate Trust)

Footnotes (1)

Represents shares of the Issuer's Common Stock required to be sold by the Reporting Person to satisfy tax withholding obligations in connection with the vesting and settlement of restricted stock units previously granted to the Reporting Person. Such sales were automatic and mandated by an election of the Issuer made in advance of the vesting event to require the satisfaction of tax withholding obligations to be funded by a "sell to cover", and does not represent a discretionary trade by the Reporting Person. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $147.0000 to $146.0400, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $146.0000 to $145.1000, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $145.0000 to $144.0600, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $144.0000 to $143.1850, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. These shares are owned directly by the Tate 1997 Living Trust Dated April 24, 1997 (the "Tate Trust"), of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Form 4 Insider Transactions: What Each Field Means →

11/19/2025 - 04:21 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Tate Michael Truett

(Last)

(First)

(Middle)

C/O ASTERA LABS, INC.

2345 NORTH FIRST STREET

(Street)

SAN JOSE

95131

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Astera Labs, Inc. [ ALAB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/17/2025		S⁽¹⁾		1,124	D	$146.4152⁽²⁾	202,603	D
Common Stock	11/17/2025		S⁽¹⁾		2,609	D	$145.6908⁽³⁾	199,994	D
Common Stock	11/17/2025		S⁽¹⁾		4,459	D	$144.5342⁽⁴⁾	195,535	D
Common Stock	11/17/2025		S⁽¹⁾		3,238	D	$143.5155⁽⁵⁾	192,297	D
Common Stock								450,281	I	By Tate Trust⁽⁶⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of the Issuer's Common Stock required to be sold by the Reporting Person to satisfy tax withholding obligations in connection with the vesting and settlement of restricted stock units previously granted to the Reporting Person. Such sales were automatic and mandated by an election of the Issuer made in advance of the vesting event to require the satisfaction of tax withholding obligations to be funded by a "sell to cover", and does not represent a discretionary trade by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $147.0000 to $146.0400, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $146.0000 to $145.1000, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $145.0000 to $144.0600, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $144.0000 to $143.1850, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. These shares are owned directly by the Tate 1997 Living Trust Dated April 24, 1997 (the "Tate Trust"), of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of these securities, except to the extent, if any, of his pecuniary interest therein, and the filing of this Form 4 is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Remarks:

	/s/ Philip Mazzara, Attorney-in-Fact	11/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Astera Labs (ALAB) disclose on this Form 4?

The filing reports multiple sales of Astera Labs common stock by the company’s Chief Financial Officer on 11/17/2025, all reported in Table I as dispositions of non-derivative securities.

How many Astera Labs (ALAB) shares did the CFO sell and at what prices?

The CFO reported sales of 1,124, 2,609, 4,459 and 3,238 common shares at weighted average prices of $146.4152, $145.6908, $144.5342 and $143.5155, respectively.

Why were these Astera Labs (ALAB) shares sold by the CFO?

The footnotes state the shares were sold to satisfy tax withholding obligations arising from the vesting and settlement of previously granted restricted stock units, under an automatic “sell to cover” election made in advance by the issuer.

Were the Astera Labs (ALAB) insider sales discretionary trades?

The explanation notes that the sales were automatic and mandated by the issuer’s prior election to fund tax withholding via a “sell to cover” mechanism, and explicitly states they do not represent discretionary trades by the reporting person.

How many Astera Labs (ALAB) shares does the CFO own after these transactions?

Following the reported sales, the CFO held 192,297 shares of common stock directly. An additional 450,281 shares were held indirectly through the Tate 1997 Living Trust.

What is the nature of the CFO’s indirect ownership in the Tate Trust shares of Astera Labs (ALAB)?

The 450,281 shares are owned by the Tate 1997 Living Trust, of which the reporting person is a trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of any pecuniary interest.