Astera Labs, Inc.·4

Feb 19, 8:52 PM ET

Gajendra Sanjay 4

4 · Astera Labs, Inc. · Filed Feb 19, 2026

Research Summary

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Astera Labs (ALAB) President Gajendra Sanjay Sells 94,971 Shares

What Happened

  • Gajendra Sanjay, President, COO and a director of Astera Labs (ALAB), sold a total of 94,971 shares on February 17, 2026 for aggregate proceeds of approximately $11.76 million. The five reported dispositions were: 5,841 shares @ $122.16 ($713,523); 33,647 shares @ $122.84 ($4,133,346); 28,183 shares @ $123.93 ($3,492,680); 18,115 shares @ $124.66 ($2,258,165); and 9,185 shares @ $126.34 ($1,160,433).
  • These were sales (S) executed to satisfy tax withholding obligations tied to the vesting/settlement of previously granted restricted stock units (RSUs). The issuer required a "sell-to-cover" to fund withholding; these were automatic, not discretionary trades by the reporting person.

Key Details

  • Transaction date: 2026-02-17. Form 4 filed: 2026-02-19 (timely; within the two-business-day SEC reporting window).
  • Reported total shares sold: 94,971; total proceeds: ≈ $11,758,147.
  • Prices reported as weighted averages; the filing discloses transaction price ranges across the multiple executions (approximately $122.10 up to $126.34).
  • Footnotes note the sales were mandated to satisfy tax withholding (sell-to-cover) and that some shares are held by estate-planning trusts (the reporting person disclaims beneficial ownership of those trust-held shares).
  • Shares owned after the transactions are not provided in the excerpt supplied.

Context

  • These transactions are routine tax-withholding sales tied to RSU vesting (transaction code commonly treated as F for tax withholding). They are not purchases and do not by themselves indicate a discretionary change in insider sentiment.
  • For retail investors, purchases by insiders often carry more interpretive weight than automatic sell-to-cover transactions; treat this filing as an administrative liquidity event rather than a direct signal of confidence or concern.

Insider Transaction Report

Form 4
Period: 2026-02-17
Gajendra Sanjay
DirectorPresident and COO
Transactions
  • Sale

    Common Stock

    [F1][F2]
    2026-02-17$122.16/sh5,841$713,5231,620,431 total
  • Sale

    Common Stock

    [F1][F3]
    2026-02-17$122.84/sh33,647$4,133,3461,586,784 total
  • Sale

    Common Stock

    [F1][F4]
    2026-02-17$123.93/sh28,183$3,492,6801,558,601 total
  • Sale

    Common Stock

    [F1][F5]
    2026-02-17$124.66/sh18,115$2,258,1651,540,486 total
  • Sale

    Common Stock

    [F1]
    2026-02-17$126.34/sh9,185$1,160,4331,531,301 total
Holdings
  • Common Stock

    [F6]
    (indirect: By Trust)
    5,864,213
  • Common Stock

    [F7]
    (indirect: By Trust)
    695,000
  • Common Stock

    [F8]
    (indirect: By Trust)
    695,000
Footnotes (8)
  • [F1]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.
  • [F2]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $122.1000 to $122.2800, 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.
  • [F3]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $122.3200 to $123.3000, 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.
  • [F4]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $123.3300 to $124.3200, 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.
  • [F5]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $124.3500 to $125.3200, 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.
  • [F6]These shares are owned directly by an estate planning trust ("Trust 1"), 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.
  • [F7]These shares are owned directly by an estate planning trust ("Trust 2"). 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.
  • [F8]These shares are owned directly by an estate planning trust ("Trust 3"). 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.
Signature
/s/ Philip Mazzara, Attorney-in-Fact|2026-02-19

Documents

1 file
  • 4
    wk-form4_1771552360.xmlPrimary

    FORM 4