EX-10.1





 Exhibit 10.1 

FASTLY, INC. 
 AMENDED
AND RESTATED INVESTOR RIGHTS AGREEMENT 
 This AMENDED AND RESTATED
INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 29th day of June, 2018, by and among FASTLY, INC., a
Delaware corporation (the “Company”), and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.” 

RECITALS 

WHEREAS, certain of the Investors are purchasing shares of the Company’s Series F Preferred Stock (the
“Series F Stock”), pursuant to that certain Series F Preferred Stock Purchase Agreement (the “Purchase Agreement”) of even date herewith (the “Financing”); 

WHEREAS, the obligations in the Purchase Agreement are conditioned upon the execution and delivery of this
Agreement; 
 WHEREAS, certain of the Investors (the “Prior Investors”) are holders of
the Company’s Series Seed Preferred Stock, the Company’s Series A Preferred Stock, the Company’s Series B Preferred Stock, the Company’s Series C Preferred Stock, the Company’s Series D Preferred Stock and/or the
Company’s Series E Preferred Stock (together, the “Prior Preferred Stock”); 
 WHEREAS,
the Prior Investors and the Company are parties to an Amended and Restated Investor Rights Agreement dated April 24, 2017 (the “Prior Agreement”); 

WHEREAS, the parties to the Prior Agreement desire to amend and restate the Prior Agreement and accept the rights
and covenants hereof in lieu of their rights and covenants under the Prior Agreement; and 
 WHEREAS, in connection
with the consummation of the Financing, the Company and the Investors have agreed to the registration rights, information rights, and other rights as set forth below. 

NOW, THEREFORE, in consideration of these premises and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 
 SECTION 1. GENERAL. 

1.1 Amendment and Restatement of Prior Agreement. The Prior Agreement is hereby amended in its entirety and restated herein. Such
amendment and restatement is effective upon the execution of this Agreement by the Company and the holders of at least sixty-five percent (65%) of the Registrable Securities held by the Prior Investors outstanding as of the date of this Agreement.
Upon such execution, all provisions of, rights granted and covenants made in the Prior Agreement are hereby waived, released and superseded in their entirety and shall have no further force or effect, including, without limitation, all rights of
first refusal and any notice period associated therewith otherwise applicable to the transactions contemplated by the Purchase Agreement. 

  
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 1.2 Definitions. As used in this Agreement the following terms shall have the
following respective meanings: 
 (a) “Exchange Act” means the Securities Exchange Act of 1934, as
amended. 
 (b) “Form S-3” means such form under the Securities Act as
in effect on the date hereof or any successor or similar registration form under the Securities Act subsequently adopted by the SEC which permits inclusion or incorporation of substantial information by reference to other documents
filed by the Company with the SEC. 
 (c) “Holder” means any person owning of record Registrable Securities
that have not been sold to the public or any assignee of record of such Registrable Securities in accordance with Section 2.9 hereof. 

(d) “Initial Offering” means the Company’s first firm commitment underwritten public offering
of its Common Stock registered under the Securities Act. 
 (e) “Register,” “registered,” and
“registration” refer to a registration effected by preparing and filing a registration statement in compliance with the Securities Act, and the declaration or ordering of effectiveness of such registration statement
or document. 
 (f) “Registrable Securities” means (a) Common Stock of the Company issuable
or issued upon conversion of the Shares and (b) any Common Stock of the Company issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to,
or in exchange for or in replacement of, such above-described securities. Notwithstanding the foregoing, Registrable Securities shall not include any securities (i) sold by a person to the public either pursuant to a registration statement or
Rule 144 or (ii) sold in a private transaction in which the transferor’s rights under Section 2 of this Agreement are not assigned. 

(g) “Registrable Securities then outstanding” shall be the number of shares of the Company’s
Common Stock that are Registrable Securities and either (a) are then issued and outstanding or (b) are issuable pursuant to then exercisable or convertible securities. 

(h) “Registration Expenses” shall mean all expenses incurred by the Company in complying with
Sections 2.2, 2.3 and 2.4 hereof, including, without limitation, all registration and filing fees, printing expenses, fees and disbursements of counsel for the Company, reasonable fees and disbursements not to exceed twenty-five thousand dollars
($25,000) of a single special counsel for the Holders, blue sky fees and expenses and the expense of any special audits incident to or required by any such registration (but excluding the compensation of regular employees of the Company which shall
be paid in any event by the Company). 
 (i) “SEC” or “Commission” means the
Securities and Exchange Commission. 

  
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 (j) “Securities Act” shall mean the Securities Act of 1933,
as amended. 
 (k) “Selling Expenses” shall mean all underwriting discounts and selling
commissions applicable to the sale. 
 (l) “Shares” shall mean the Company’s Series F Stock
issued pursuant to the Purchase Agreement and all shares of Prior Preferred Stock (together with the Series F Stock, the “Preferred Stock”) held from time to time by the Investors listed on Exhibit A hereto and
their permitted assigns. 
 (m) “Special Registration Statement” shall mean (i) a registration
statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities
issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities. 
 SECTION 2. REGISTRATION;
RESTRICTIONS ON TRANSFER. 
 2.1 Restrictions on Transfer. 

(a) Each Holder agrees not to make any disposition of all or any portion of the Shares or Registrable Securities unless and until: 

(i) there is then in effect a registration statement under the Securities Act covering such proposed disposition and such disposition
is made in accordance with such registration statement; or 
 (ii) (A) The transferee has agreed in writing to be bound by the terms
of this Agreement, (B) such Holder shall have notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and (C) if reasonably
requested by the Company, such Holder shall have furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of such shares under the Securities Act. It is agreed that
the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances. After its Initial Offering, the Company will not require any transferee pursuant to Rule 144 to be bound by the terms of
this Agreement if the shares so transferred do not remain Registrable Securities hereunder following such transfer. 
 (b)
Notwithstanding the provisions of subsection (a) above, no such restriction shall apply to a transfer by a Holder that is (A) a partnership transferring to an affiliated partnership or venture capital fund or its partners or former
partners in accordance with partnership interests, (B) a corporation transferring to a wholly-owned subsidiary or a parent corporation that owns all of the capital stock of the Holder, (C) a limited liability company transferring to an
affiliated limited liability company or venture capital fund or its members or former members in accordance with their interest in the limited liability company, or (D) an individual transferring to the Holder’s family member or trust for
the benefit of an individual Holder; provided that in each case the transferee will agree in writing to be subject to the terms of this Agreement to the same extent as if he were an original Holder hereunder. 

  
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 (c) Each certificate representing Shares or Registrable Securities shall be stamped
or otherwise imprinted with legends substantially similar to the following (in addition to any legend required under applicable state securities laws): 

THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) AND MAY NOT BE OFFERED, SOLD
OR OTHERWISE TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER THE ACT OR UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED. 

THE SALE, PLEDGE, HYPOTHECATION OR TRANSFER OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE IS SUBJECT TO THE TERMS AND CONDITIONS OF A
CERTAIN INVESTOR RIGHTS AGREEMENT BY AND BETWEEN THE STOCKHOLDER AND THE COMPANY. COPIES OF SUCH AGREEMENT MAY BE OBTAINED UPON WRITTEN REQUEST TO THE SECRETARY OF THE COMPANY. 

(d) The Company shall be obligated to reissue promptly unlegended certificates at the request of any Holder thereof if the Company has
completed its Initial Offering and the Holder shall have obtained an opinion of counsel (which counsel may be counsel to the Company) reasonably acceptable to the Company to the effect that the securities proposed to be disposed of may lawfully be
so disposed of without registration, qualification and legend, provided that the second legend listed above shall be removed only at such time as the Holder of such certificate is no longer subject to any restrictions hereunder. 

(e) Any legend endorsed on an instrument pursuant to applicable state securities laws and the stop-transfer instructions with respect to
such securities shall be removed upon receipt by the Company of an order of the appropriate blue sky authority authorizing such removal. 

2.2 Demand Registration. 

(a) Subject to the conditions of this Section 2.2, if the Company shall receive a written request from the Holders of at least
sixty percent (60%) of the Registrable Securities (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration, then the Company shall, within thirty
(30) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 2.2, effect, as expeditiously as reasonably possible, the registration under the Securities Act of all
Registrable Securities that all Holders request to be registered. 

  
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 (b) If the Initiating Holders intend to distribute the Registrable Securities covered
by their request by means of an underwriting, they shall so advise the Company as a part of their request made pursuant to this Section 2.2 or any request pursuant to Section 2.4 and the Company shall include such information in the
written notice referred to in Section 2.2(a) or Section 2.4(a), as applicable. In such event, the right of any Holder to include its Registrable Securities in such registration shall be conditioned upon such Holder’s participation in
such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting to the extent provided herein. All Holders proposing to distribute their securities through such underwriting shall enter into an underwriting
agreement in customary form with the underwriter or underwriters selected for such underwriting by the Holders of at least sixty percent (60%) of the Registrable Securities held by all Initiating Holders (which underwriter or underwriters shall be
reasonably acceptable to the Company). Notwithstanding any other provision of this Section 2.2 or Section 2.4, if the underwriter advises the Company that marketing factors require a limitation of the number of securities to be
underwritten (including Registrable Securities) then the Company shall so advise all Holders of Registrable Securities that would otherwise be underwritten pursuant hereto, and the number of shares that may be included in the underwriting shall be
allocated to the Holders of such Registrable Securities on a pro rata basis based on the number of Registrable Securities held by all such Holders (including the Initiating Holders); provided, however, that the number of shares of
Registrable Securities to be included in such underwriting and registration shall not be reduced unless all other securities of the Company are first entirely excluded from the underwriting and registration. Any Registrable Securities
excluded or withdrawn from such underwriting shall be withdrawn from the registration. 
 (c) The Company shall not be required to
effect a registration pursuant to this Section 2.2: 
 (i) prior to the earlier of (A) the third anniversary of the date of
this Agreement or (B) of the expiration of the restrictions on transfer set forth in Section 2.11 following the Initial Offering; 

(ii) after the Company has effected two (2) registrations pursuant to this Section 2.2, and such registrations have been
declared or ordered effective; 
 (iii) during the period starting with the date of filing of, and ending on the date one hundred
eighty (180) days following the effective date of the registration statement pertaining to the Initial Offering (or such longer period as may be determined pursuant to Section 2.11 hereof); provided that the Company makes reasonable
good faith efforts to cause such registration statement to become effective; 
 (iv) if within thirty (30) days of receipt of a
written request from Initiating Holders pursuant to Section 2.2(a), the Company gives notice to the Holders of the Company’s intention to file a registration statement for its Initial Offering within ninety (90) days; 

(v) if the Company shall furnish to the Holders requesting a registration statement pursuant to this Section 2.2 a certificate
signed by the Chairman of the Board stating that in the good faith judgment of the Board of Directors of the Company (the 

  
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 “Board”), it would be seriously detrimental to the Company and its stockholders for
such registration statement to be effected at such time, in which event the Company shall have the right to defer such filing for a period of not more than ninety (90) days after receipt of the request of the Initiating Holders; provided
that such right to delay a request shall be exercised by the Company not more than once in any twelve (12) month period; and provided, further that the Company shall not register any securities for the account of itself or any
other stockholder during such ninety (90) day period (other than pursuant to a Special Registration Statement); 
 (vi) if the
Initiating Holders propose to dispose of shares of Registrable Securities that may be immediately registered on Form S-3 pursuant to a request made pursuant to Section 2.4 below; or 

(vii) in any particular jurisdiction in which the Company would be required to qualify to do business or to execute a general consent
to service of process in effecting such registration, qualification or compliance. 
 2.3 Piggyback Registrations. The Company shall
notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but
not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or
part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described
notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any
registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the
Company with respect to offerings of its securities, all upon the terms and conditions set forth herein. 
 (a) Underwriting.
If the registration statement of which the Company gives notice under this Section 2.3 is for an underwritten offering, the Company shall so advise the Holders of Registrable Securities. In such event, the right of any such Holder to
include Registrable Securities in a registration pursuant to this Section 2.3 shall be conditioned upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting to
the extent provided herein. All Holders proposing to distribute their Registrable Securities through such underwriting shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting
by the Company. Notwithstanding any other provision of this Agreement, if the underwriter determines in good faith that marketing factors require a limitation of the number of shares to be underwritten, the number of shares that may be included in
the underwriting shall be allocated, first, to the Company; second, to the Holders on a pro rata basis based on the total number of Registrable Securities held by the Holders; and third, to any stockholder of the Company (other than a Holder)
on a pro rata basis; provided, however, that no such reduction shall reduce the amount of securities of the selling Holders included in the registration below thirty percent 

  
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 (30%) of the total amount of securities included in such registration, unless such offering is the Initial
Offering and such registration does not include shares of any other selling stockholders, in which event any or all of the Registrable Securities of the Holders may be excluded in accordance with the immediately preceding clause. In no event will
shares of any other selling stockholder be included in such registration that would reduce the number of shares which may be included by Holders without the written consent of Holders of at least sixty percent (60%) of the Registrable Securities
proposed to be sold in the offering. If any Holder disapproves of the terms of any such underwriting, such Holder may elect to withdraw therefrom by written notice to the Company and the underwriter, delivered at least ten (10) business days
prior to the effective date of the registration statement. Any Registrable Securities excluded or withdrawn from such underwriting shall be excluded and withdrawn from the registration. For any Holder which is a partnership, limited liability
company or corporation, the partners, retired partners, members, retired members and stockholders of such Holder, or the estates and family members of any such partners, retired partners, members and retired members and any trusts for the benefit of
any of the foregoing person shall be deemed to be a single “Holder,” and any pro rata reduction with respect to such “Holder” shall be based upon the aggregate amount of shares carrying registration rights owned by all
entities and individuals included in such “Holder,” as defined in this sentence. 
 (b) Right to Terminate Registration.
The Company shall have the right to terminate or withdraw any registration initiated by it under this Section 2.3 whether or not any Holder has elected to include securities in such registration, and shall promptly notify any Holder
that has elected to include shares in such registration of such termination or withdrawal. The Registration Expenses of such withdrawn registration shall be borne by the Company in accordance with Section 2.5 hereof. 

2.4 Form S-3 Registration. In case the Company shall receive from any Holder or Holders
of Registrable Securities a written request or requests that the Company effect a registration on Form S-3 (or any successor to Form S-3) or any similar short-form
registration statement and any related qualification or compliance with respect to all or a part of the Registrable Securities owned by such Holder or Holders, the Company will: 

(a) promptly give written notice of the proposed registration, and any related qualification or compliance, to all other Holders of
Registrable Securities; and 
 (b) as soon as practicable, effect such registration and all such qualifications and compliances as may
be so requested and as would permit or facilitate the sale and distribution of all or such portion of such Holder’s or Holders’ Registrable Securities as are specified in such request, together with all or such portion of the Registrable
Securities of any other Holder or Holders joining in such request as are specified in a written request given within fifteen (15) days after receipt of such written notice from the Company; provided, however, that the Company shall not
be obligated to effect any such registration, qualification or compliance pursuant to this Section 2.4: 
 (i) if Form S-3 is not available for such offering by the Holders, or 

  
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 (ii) if the Holders, together with the holders of any other securities of the
Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) at an aggregate price to the public of less than one million dollars ($1,000,000), or 

(iii) if within thirty (30) days of receipt of a written request from any Holder or Holders pursuant to this Section 2.4, the
Company gives notice to such Holder or Holders of the Company’s intention to make a public offering within ninety (90) days, other than pursuant to a Special Registration Statement, or 

(iv) if the Company shall furnish to the Holders a certificate signed by the Chairman of the Board stating that in the good faith
judgment of the Board, it would be seriously detrimental to the Company and its stockholders for such Form S-3 registration to be effected at such time, in which event the Company shall have the right to defer
the filing of the Form S-3 registration statement for a period of not more than ninety (90) days after receipt of the request of the Holder or Holders under this Section 2.4; provided, that
such right to delay a request shall be exercised by the Company not more than once in any twelve (12) month period; and provided, further that the Company shall not register any securities for the account of itself or any other
stockholder during such ninety (90) day period (other than pursuant to a Special Registration Statement), or 
 (v) if the
Company has, within the twelve (12) month period preceding the date of such request, already effected two (2) registrations on Form S-3 for the Holders pursuant to this Section 2.4, or 

(vi) in any particular jurisdiction in which the Company would be required to qualify to do business or to execute a general consent to
service of process in effecting such registration, qualification or compliance. 
 (c) Subject to the foregoing, the Company shall
file a Form S-3 registration statement covering the Registrable Securities and other securities so requested to be registered as soon as practicable after receipt of the requests of the Holders. Registrations
effected pursuant to this Section 2.4 shall not be counted as demands for registration or registrations effected pursuant to Section 2.2. All Registration Expenses incurred in connection with registrations requested pursuant to this
Section 2.4 after the first two (2) registrations shall be paid by the selling Holders pro rata in proportion to the number of shares to be sold by each such Holder in any such registration. 

2.5 Expenses of Registration. Except as specifically provided herein, all Registration Expenses incurred in connection with any
registration, qualification or compliance pursuant to Section 2.2, 2.3 or 2.4 herein shall be borne by the Company. All Selling Expenses incurred in connection with any registrations hereunder, shall be borne by the holders of the securities so
registered pro rata on the basis of the number of shares so registered. The Company shall not, however, be required to pay for expenses of any registration proceeding begun pursuant to Section 2.2 or 2.4, the request of which has been
subsequently withdrawn by the Initiating Holders unless (a) the withdrawal is based upon material adverse information concerning the Company of which the Initiating Holders were not aware at the time of such 

  
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 request or (b) the Holders of at least sixty percent (60%) of Registrable Securities agree to deem such
registration to have been effected as of the date of such withdrawal for purposes of determining whether the Company shall be obligated pursuant to Section 2.2(c) or 2.4(b)(v), as applicable, to undertake any subsequent registration, in which
event such right shall be forfeited by all Holders. If the Holders are required to pay the Registration Expenses, such expenses shall be borne by the holders of securities (including Registrable Securities) requesting such registration in proportion
to the number of shares for which registration was requested. If the Company is required to pay the Registration Expenses of a withdrawn offering pursuant to clause (a) above, then such registration shall not be deemed to have been effected for
purposes of determining whether the Company shall be obligated pursuant to Section 2.2(c) or 2.4(b)(v), as applicable, to undertake any subsequent registration. 

2.6 Obligations of the Company. Whenever required to effect the registration of any Registrable Securities, the Company shall, as
expeditiously as reasonably possible: 
 (a) prepare and file with the SEC a registration statement with respect to such Registrable
Securities and use all reasonable efforts to cause such registration statement to become effective, and, upon the request of the Holders of at least sixty percent (60%) of the Registrable Securities registered thereunder, keep such registration
statement effective for up to thirty (30) days or, if earlier, until the Holder or Holders have completed the distribution related thereto; provided, however, that at any time, upon written notice to the participating Holders and for a period
not to exceed sixty (60) days thereafter (the “Suspension Period”), the Company may delay the filing or effectiveness of any registration statement or suspend the use or effectiveness of any registration statement (and
the Initiating Holders hereby agree not to offer or sell any Registrable Securities pursuant to such registration statement during the Suspension Period) if the Company reasonably believes that there is or may be in existence material nonpublic
information or events involving the Company, the failure of which to be disclosed in the prospectus included in the registration statement could result in a Violation (as defined below). In the event that the Company shall exercise its right to
delay or suspend the filing or effectiveness of a registration hereunder, the applicable time period during which the registration statement is to remain effective shall be extended by a period of time equal to the duration of the Suspension Period.
The Company may extend the Suspension Period for an additional consecutive sixty (60) days with the consent of the holders of at least sixty percent (60%) of the Registrable Securities registered under the applicable registration statement,
which consent shall not be unreasonably withheld. In no event shall any Suspension Period, when taken together with all prior Suspension Periods, exceed one hundred twenty (120) days in the aggregate. If so directed by the Company, all Holders
registering shares under such registration statement shall (i) not offer to sell any Registrable Securities pursuant to the registration statement during the period in which the delay or suspension is in effect after receiving notice of such delay
or suspension; and (ii) use their best efforts to deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such Holders’ possession, of the prospectus relating to such Registrable
Securities current at the time of receipt of such notice. Notwithstanding the foregoing, the Company shall not be required to file, cause to become effective or maintain the effectiveness of any registration statement other than a registration
statement on Form S-3 that contemplates a distribution of securities on a delayed or continuous basis pursuant to Rule 415 under the Securities Act. 

  
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 (b) Prepare and file with the SEC such amendments and supplements to such
registration statement and the prospectus used in connection with such registration statement as may be necessary to comply with the provisions of the Securities Act with respect to the disposition of all securities covered by such registration
statement for the period set forth in subsection (a) above. 
 (c) Furnish to the Holders such number of copies of a prospectus,
including a preliminary prospectus, in conformity with the requirements of the Securities Act, and such other documents as they may reasonably request in order to facilitate the disposition of Registrable Securities owned by them. 

(d) Use its reasonable efforts to register and qualify the securities covered by such registration statement under such other securities
or Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent
to service of process in any such states or jurisdictions. 
 (e) In the event of any underwritten public offering, enter into and
perform its obligations under an underwriting agreement, in usual and customary form, with the managing underwriter(s) of such offering. Each Holder participating in such underwriting shall also enter into and perform its obligations under such an
agreement. 
 (f) Notify each Holder of Registrable Securities covered by such registration statement at any time when a prospectus
relating thereto is required to be delivered under the Securities Act of the happening of any event as a result of which the prospectus included in such registration statement, as then in effect, includes an untrue statement of a material fact or
omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading in the light of the circumstances then existing. The Company will use reasonable efforts to amend or supplement such prospectus
in order to cause such prospectus not to include any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading in the light of the circumstances then
existing. 
 (g) Use its reasonable efforts to furnish, on the date that such Registrable Securities are delivered to the underwriters
for sale, if such securities are being sold through underwriters, (i) an opinion, dated as of such date, of the counsel representing the Company for the purposes of such registration, in form and substance as is customarily given to
underwriters in an underwritten public offering, addressed to the underwriters, if any, and (ii) a letter, dated as of such date, from the independent certified public accountants of the Company, in form and substance as is customarily given by
independent certified public accountants to underwriters in an underwritten public offering addressed to the underwriters. 
 2.7 Delay of
Registration; Furnishing Information. 
 (a) No Holder shall have any right to obtain or seek an injunction restraining or
otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2. 

  
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 (b) It shall be a condition precedent to the obligations of the Company to take any
action pursuant to Section 2.2, 2.3 or 2.4 that the selling Holders shall furnish to the Company such information regarding themselves, the Registrable Securities held by them and the intended method of disposition of such securities as shall
be required to effect the registration of their Registrable Securities. 
 (c) The Company shall have no obligation with respect to
any registration requested pursuant to Section 2.2 or Section 2.4 if the number of shares or the anticipated aggregate offering price of the Registrable Securities to be included in the registration does not equal or exceed the number of
shares or the anticipated aggregate offering price required to originally trigger the Company’s obligation to initiate such registration as specified in Section 2.2 or Section 2.4, whichever is applicable. 

2.8 Indemnification. In the event any Registrable Securities are included in a registration statement under Sections 2.2, 2.3 or
2.4: 
 (a) To the extent permitted by law, the Company will indemnify and hold harmless each Holder, the partners, members, officers
and directors of each Holder, any underwriter (as defined in the Securities Act) for such Holder and each person, if any, who controls such Holder or underwriter within the meaning of the Securities Act or the Exchange Act, against any losses,
claims, damages, or liabilities (joint or several) to which they may become subject under the Securities Act, the Exchange Act or other federal or state law, insofar as such losses, claims, damages or liabilities (or actions in respect thereof)
arise out of or are based upon any of the following statements, omissions or violations (collectively a “Violation”) by the Company: (i) any untrue statement or alleged untrue statement of a material fact contained in
such registration statement or incorporated reference therein, including any preliminary prospectus or final prospectus contained therein or any amendments or supplements thereto, (ii) the omission or alleged omission to state therein a material
fact required to be stated therein, or necessary to make the statements therein not misleading, or (iii) any violation or alleged violation by the Company of the Securities Act, the Exchange Act, any state securities law or any rule or
regulation promulgated under the Securities Act, the Exchange Act or any state securities law in connection with the offering covered by such registration statement; and the Company will reimburse each such Holder, partner, member, officer,
director, underwriter or controlling person for any legal or other expenses reasonably incurred by them in connection with investigating or defending any such loss, claim, damage, liability or action; provided however, that the indemnity
agreement contained in this Section 2.8(a) shall not apply to amounts paid in settlement of any such loss, claim, damage, liability or action if such settlement is effected without the consent of the Company, which consent shall not be
unreasonably withheld, nor shall the Company be liable in any such case for any such loss, claim, damage, liability or action to the extent that it arises out of or is based upon a Violation which occurs in reliance upon and in conformity with
written information furnished expressly for use in connection with such registration by such Holder, partner, member, officer, director, underwriter or controlling person of such Holder. 

(b) To the extent permitted by law, each Holder will, if Registrable Securities held by such Holder are included in the securities as to
which such registration qualifications or compliance is being effected, indemnify and hold harmless the Company, each of its directors, 

  
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 its officers and each person, if any, who controls the Company within the meaning of the Securities Act, any
underwriter and any other Holder selling securities under such registration statement or any of such other Holder’s partners, directors or officers or any person who controls such Holder, against any losses, claims, damages or liabilities
(joint or several) to which the Company or any such director, officer, controlling person, underwriter or other such Holder, or partner, director, officer or controlling person of such other Holder may become subject under the Securities Act, the
Exchange Act or other federal or state law, insofar as such losses, claims, damages or liabilities (or actions in respect thereto) arise out of or are based upon any of the following statements: (i) any untrue statement or alleged untrue
statement of a material fact contained in such registration statement or incorporated reference therein, including any preliminary prospectus or final prospectus contained therein or any amendments or supplements thereto, (ii) the omission or
alleged omission to state therein a material fact required to be stated therein, or necessary to make the statements therein not misleading, or (iii) any violation or alleged violation by the Company of the Securities Act (collectively, a
“Holder Violation”), in each case to the extent (and only to the extent) that such Holder Violation occurs in reliance upon and in conformity with written information furnished by such Holder under an instrument duly executed
by such Holder and stated to be specifically for use in connection with such registration; and each such Holder will reimburse any legal or other expenses reasonably incurred by the Company or any such director, officer, controlling person,
underwriter or other Holder, or partner, officer, director or controlling person of such other Holder in connection with investigating or defending any such loss, claim, damage, liability or action if it is judicially determined that there was such
a Holder Violation; provided, however, that the indemnity agreement contained in this Section 2.8(b) shall not apply to amounts paid in settlement of any such loss, claim, damage, liability or action if such settlement is effected
without the consent of the Holder, which consent shall not be unreasonably withheld; provided further, that in no event shall any indemnity under this Section 2.8 exceed the net proceeds from the offering received by such Holder. 

(c) Promptly after receipt by an indemnified party under this Section 2.8 of notice of the commencement of any action (including
any governmental action), such indemnified party will, if a claim in respect thereof is to be made against any indemnifying party under this Section 2.8, deliver to the indemnifying party a written notice of the commencement thereof and the
indemnifying party shall have the right to participate in, and, to the extent the indemnifying party so desires, jointly with any other indemnifying party similarly noticed, to assume the defense thereof with counsel mutually satisfactory to the
parties; provided, however, that an indemnified party shall have the right to retain its own counsel, with the fees and expenses thereof to be paid by the indemnifying party, if representation of such indemnified party by the counsel retained
by the indemnifying party would be inappropriate due to actual or potential differing interests between such indemnified party and any other party represented by such counsel in such proceeding. The failure to deliver written notice to the
indemnifying party within a reasonable time of the commencement of any such action shall relieve such indemnifying party of any liability to the indemnified party under this Section 2.8 to the extent, and only to the extent, prejudicial to its
ability to defend such action, but the omission so to deliver written notice to the indemnifying party will not relieve it of any liability that it may have to any indemnified party otherwise than under this Section 2.8. 

  
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 (d) If the indemnification provided for in this Section 2.8 is held by a court
of competent jurisdiction to be unavailable to an indemnified party with respect to any losses, claims, damages or liabilities referred to herein, the indemnifying party, in lieu of indemnifying such indemnified party thereunder, shall to the extent
permitted by applicable law contribute to the amount paid or payable by such indemnified party as a result of such loss, claim, damage or liability in such proportion as is appropriate to reflect the relative fault of the indemnifying party on the
one hand and of the indemnified party on the other in connection with the Violation(s) or Holder Violation(s) that resulted in such loss, claim, damage or liability, as well as any other relevant equitable considerations. The relative fault of the
indemnifying party and of the indemnified party shall be determined by a court of law by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or the omission to state a material fact relates to
information supplied by the indemnifying party or by the indemnified party and the parties’ relative intent, knowledge, access to information and opportunity to correct or prevent such statement or omission; provided, that in no
event shall any contribution by a Holder hereunder, when combined with Section 2.8(b), exceed the net proceeds from the offering received by such Holder. 

(e) The obligations of the Company and Holders under this Section 2.8 shall survive completion of any offering of Registrable
Securities in a registration statement and, with respect to liability arising from an offering to which this Section 2.8 would apply that is covered by a registration filed before termination of this Agreement, such termination. No indemnifying
party, in the defense of any such claim or litigation, shall, except with the consent of each indemnified party, consent to entry of any judgment or enter into any settlement which does not include as an unconditional term thereof the giving by the
claimant or plaintiff to such indemnified party of a release from all liability in respect to such claim or litigation. 
 2.9 Assignment
of Registration Rights. The rights to cause the Company to register Registrable Securities pursuant to this Section 2 may be assigned by a Holder to a transferee or assignee of Registrable Securities (for so long as such shares
remain Registrable Securities) that (a) is a subsidiary, parent, general partner, limited partner, retired partner, member or retired/former member, or stockholder of a Holder that is a corporation, partnership or limited liability company,
(b) is a Holder’s family member or trust for the benefit of an individual Holder, (c) acquires at least two million five hundred thousand (2,500,000) shares of Registrable Securities (as adjusted for stock splits and combinations), or
(d) is an entity affiliated by common control (or other related entity) with such Holder; provided, however, (i) the transferor shall, within ten (10) days after such transfer, furnish to the Company written notice of the name
and address of such transferee or assignee and the securities with respect to which such registration rights are being assigned and (ii) such transferee shall agree to be subject to all restrictions set forth in this Agreement. 

2.10 Limitation on Subsequent Registration Rights. Other than as provided in Section 5.10, after the date of this Agreement,
the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company that would grant such holder rights to demand the registration of shares of the Company’s capital stock, or to include such
shares in a registration statement that would reduce the number of shares includable by the Holders. 

  
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 2.11 “Market Stand-Off” Agreement.
Each Holder hereby agrees that such Holder shall not sell, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale, any Common Stock
(or other securities) of the Company held by such Holder (other than those included in the registration) during the 180-day period following the effective date of the Initial Offering (or such longer period,
not to exceed 34 days after the expiration of the 180-day period, as the underwriters or the Company shall request in order to facilitate compliance with FINRA Rule 2711 or any successor or similar rule or
regulation, as the underwriters or the Company shall request in order to facilitate compliance with FINRA Rule 2711 or any successor or similar rule or regulation); provided, that, all officers and directors of the Company and holders of at least
one percent (1%) of the Company’s voting securities are bound by and have entered into similar agreements. The obligations described in this Section 2.11 shall not apply to a registration relating solely to employee benefit plans on Form S-1 or Form S-8 or similar forms that may be promulgated in the future, or a registration relating solely to a transaction on Form S-4
or similar forms that may be promulgated in the future. 
 2.12 Agreement to Furnish Information. Each Holder agrees to execute and
deliver such other agreements as may be reasonably requested by the Company or the underwriter that are consistent with the Holder’s obligations under Section 2.11 or that are necessary to give further effect thereto. In addition,
if requested by the Company or the representative of the underwriters of Common Stock (or other securities) of the Company, each Holder shall provide, within ten (10) days of such request, such information as may be required by the Company or
such representative in connection with the completion of any public offering of the Company’s securities pursuant to a registration statement filed under the Securities Act. The obligations described in Section 2.11 and this
Section 2.12 shall not apply to a Special Registration Statement. The Company may impose stop-transfer instructions with respect to the shares of Common Stock (or other securities) subject to the foregoing restriction until the end of said day
period. Each Holder agrees that any transferee of any shares of Registrable Securities shall be bound by Sections 2.11 and 2.12. The underwriters of the Company’s stock are intended third party beneficiaries of Sections 2.11 and 2.12 and shall
have the right, power and authority to enforce the provisions hereof as though they were a party hereto. 
 2.13 Rule 144 Reporting.
With a view to making available to the Holders the benefits of certain rules and regulations of the SEC which may permit the sale of the Registrable Securities to the public without registration, the Company agrees to use its best efforts
to: 
 (a) Make and keep public information available, as those terms are understood and defined in SEC Rule 144 or any similar or
analogous rule promulgated under the Securities Act, at all times after the effective date of the first registration filed by the Company for an offering of its securities to the general public; 

(b) File with the SEC, in a timely manner, all reports and other documents required of the Company under the Exchange Act; and 

(c) So long as a Holder owns any Registrable Securities, furnish to such Holder forthwith upon request: a written statement by the
Company as to its compliance with the reporting requirements of said Rule 144 of the Securities Act, and of the Exchange Act (at 

  
 14. 













 any time after it has become subject to such reporting requirements); a copy of the most recent annual or
quarterly report of the Company filed with the Commission; and such other reports and documents as a Holder may reasonably request in connection with availing itself of any rule or regulation of the SEC allowing it to sell any such securities
without registration. 
 2.14 Termination of Registration Rights. The right of any Holder to request registration or inclusion
of Registrable Securities in any registration pursuant to Section 2.2, Section 2.3, or Section 2.4 hereof shall terminate upon the earlier of: (i) the date three (3) years following an initial public offering that results in
the conversion of all outstanding shares of Preferred Stock; or (ii) such time as such Holder holds less than 1% of the Company’s outstanding Common Stock (treating all shares of Preferred Stock on an as converted basis), the Company has
completed its Initial Offering and all Registrable Securities of the Company issuable or issued upon conversion of the Shares held by and issuable to such Holder (and its affiliates) may be sold pursuant to Rule 144 during any ninety (90) day
period. Upon such termination, such shares shall cease to be “Registrable Securities” hereunder for all purposes. 
 SECTION 3. COVENANTS OF
THE COMPANY. 
 3.1 Basic Financial Information and Reporting. 

(a) The Company will maintain true books and records of account in which full and correct entries will be made of all its business
transactions pursuant to a system of accounting established and administered in accordance with generally accepted accounting principles consistently applied (except as noted therein), and will set aside on its books all such proper accruals and
reserves as shall be required under generally accepted accounting principles consistently applied. 
 (b) To the extent requested by
(i) an Investor who owns (with its affiliates) not less than two million five hundred thousand (2,500,000) shares of Registrable Securities (as adjusted for stock splits and combinations), or (ii) Battery Ventures IX, L.P., Battery
Investment Partners IX, LLC, and IDG Ventures USA III, L.P., in each case, as long as such Investor owns Registrable Securities (each of clause (i) and (ii) a “Major Investor”), as soon as practicable after the end of
each fiscal year of the Company beginning with the fiscal year ending December 31, 2018, and in any event within one hundred twenty (120) days thereafter, the Company will furnish such Investor a balance sheet of the Company, as at the end
of such fiscal year, and a statement of income and a statement of cash flows of the Company, for such year, all prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein) and setting forth in
each case in comparative form the figures for the previous fiscal year, all in reasonable detail. Such financial statements shall be accompanied by a report and opinion thereon by independent public accountants selected by the Board. 

(c) To the extent requested by a Major Investor, the Company will furnish such Investor, as soon as practicable after the end of the
first, second and third quarterly accounting periods in each fiscal year of the Company, and in any event within forty-five (45) days thereafter, a balance sheet of the Company as of the end of each such quarterly period, and a statement of
income and a statement of cash flows of the Company for such period and for the current fiscal year to date, prepared in accordance with generally accepted accounting principles consistently applied (except as noted therein), with the exception that
no notes need be attached to such statements and year-end audit adjustments may not have been made. 

  
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 (d) The Company will furnish each Major Investor: (i) at least thirty
(30) days prior to the beginning of each fiscal year an annual budget and operating plans for such fiscal year (and as soon as available, any subsequent written revisions thereto); and (ii) as soon as practicable after the end of each
month, and in any event within thirty (30) days thereafter, a balance sheet of the Company as of the end of each such month, and a statement of income and a statement of cash flows of the Company for such month and for the current fiscal year
to date, prepared in accordance with generally accepted accounting principles consistently applied (except as noted thereon), with the exception that no notes need be attached to such statements and year-end
audit adjustments may not have been made. 
 3.2 Inspection Rights. Each Major Investor shall have the right to visit and inspect
any of the properties of the Company or any of its subsidiaries, and to discuss the affairs, finances and accounts of the Company or any of its subsidiaries with its officers, and to review such information as is reasonably requested all at such
reasonable times and as often as may be reasonably requested; provided, however, that the Company shall not be obligated under this Section 3.2 with respect to a competitor of the Company or with respect to information which the Board
determines in good faith is confidential or attorney-client privileged and should not, therefore, be disclosed. 
 3.3 Confidentiality of
Records. Each Holder agrees to use the same degree of care as such Holder uses to protect its own confidential information to keep confidential any information furnished to such Holder hereof that the Company identifies as being
confidential or proprietary (so long as such information is not in the public domain), except that such Holder may disclose such proprietary or confidential information (i) to any partner, subsidiary or parent of such Holder as long as such
partner, subsidiary or parent is advised of and agrees or has agreed to be bound by the confidentiality provisions of this Section 3.3 or comparable restrictions; (ii) at such time as it enters the public domain through no fault of such
Holder; (iii) that is communicated to it free of any obligation of confidentiality; (iv) that is developed by Holder or its agents independently of and without reference to any confidential information communicated by the Company; or
(v) as required by applicable law; and provided, further, that any Investor that is a venture capital fund may provide financial information to its partners or members as required by any partnership agreement or limited liability
operating agreement so long as such partners or members are advised of such confidentiality obligations. 
 3.4 Reservation of Common
Stock. The Company will at all times reserve and keep available, solely for issuance and delivery upon the conversion of the Preferred Stock, all Common Stock issuable from time to time upon such conversion. 

3.5 Proprietary Information and Inventions Agreement. The Company shall require all employees and consultants to execute and
deliver a Proprietary Information and Inventions Agreement substantially in a form approved by the Company’s counsel or the Board. 

  
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 3.6 Stock Vesting. Unless otherwise approved by the Board, all stock options and
other stock equivalents issued after the date of this Agreement to employees, officers, directors, consultants and other service providers shall be subject to vesting as follows: (a) twenty-five percent (25%) of such stock shall vest at the
end of the first year following the date of issuance or, with respect to a person’s initial grant, the date of such person’s services commencement date with the Company, and (b) seventy-five percent (75%) of such stock shall vest
monthly over the next thirty-six months. With respect to any shares of stock purchased by any such person, the Company’s repurchase option shall provide that upon such person’s termination of
employment or service with the Company, with or without cause, the Company or its assignee shall have the option to purchase at cost any unvested shares of stock held by such person. 

3.7 Director and Officer Insurance. The Company will use its best efforts to maintain in full force and effect director and
officer liability insurance in the amount approved by the Board. 
 3.8 Assignment of Right of First Refusal; Future Rights. In the
event the Company elects not to exercise any right of first refusal or right of first offer the Company may have on a proposed transfer of any of the Company’s outstanding capital stock pursuant to the Company’s charter documents,
by contract or otherwise, the Company shall assign such right of first refusal or right of first offer to each Major Investor. In the event of such assignment, each Major Investor shall have a right to purchase its pro rata portion of the
capital stock proposed to be transferred on the same terms and conditions that would otherwise be applicable to the purchase by the Company. Each Major Investor’s pro rata portion shall be equal to the product obtained by multiplying
(i) the aggregate number of shares proposed to be transferred by (ii) a fraction, the numerator of which is the number of shares of Registrable Securities held by such Major Investor at the time of the proposed transfer and the denominator
of which is the total number of shares owned by all Major Investors at the time of such proposed transfer who elect to exercise such right of first refusal. In the event that not all of the Major Investors elect to exercise their rights under this
section to purchase their entire pro rata portion of the capital stock proposed to be transferred, the unsubscribed shares shall be allocated among the Major Investors who have elected to purchase their entire pro rata portion
proportionately based on the pro rata portion of each. In addition, in the event that following the date hereof, the Company and/or stockholders of the Company provide investors in future financings rounds with contractual rights of
first refusal, rights of co-sale and/or similar rights, then the Company shall provide substantially equivalent rights to the Investors with respect to the Shares. 

3.9 Directors’ Liability and Indemnification. The Company’s Certificate of Incorporation and Bylaws shall provide
(a) for elimination of the liability of director to the maximum extent permitted by law and (b) for indemnification of directors for acts on behalf of the Company to the maximum extent permitted by law. 

3.10 Visitation Rights. 

(a) The Company shall allow one representative designated by OATV II, L.P. to attend all meetings of the Board in a nonvoting capacity,
and in connection therewith, the Company shall give such representative copies of all notices, minutes, consents and other materials, financial or otherwise, which the Company provides to its Board; provided, however, that the Company reserves the
right to exclude such representative from access to any material or meeting or portion thereof if the Company believes upon advice of counsel that such exclusion is reasonably necessary to preserve the attorney-client privilege. The decision of the
Board with respect to the privileged nature of such information shall be final and binding. 

  
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 (b) The Company shall allow one representative designated by Deutsche Telekom Capital
Partners Venture Fund II GmbH & Co. KG (“DTCP”) to attend all meetings of the Board in a nonvoting capacity, and in connection therewith, the Company shall give such representative copies of all notices, minutes,
consents and other materials, financial or otherwise, which the Company provides to its Board; provided, however, that the Company reserves the right to exclude such representative from access to any material or meeting or portion thereof if the
Company believes upon advice of counsel that such exclusion is reasonably necessary to preserve the attorney-client privilege. The decision of the Board with respect to the privileged nature of such information shall be final and binding. 

3.11 Termination of Covenants. All covenants of the Company contained in Section 3 of this Agreement (other than the
provisions of Section 3.3) shall expire and terminate as to each Investor upon the earlier of (i) the effective date of the registration statement pertaining to an Initial Offering or (ii) upon an “Acquisition” as defined in
the Company’s Amended and Restated Certificate of Incorporation as may be amended from time to time. 
 SECTION 4. RIGHTS OF FIRST REFUSAL. 

4.1 Subsequent Offerings. Subject to applicable securities laws, each Major Investor (each a “ROFR
Investor” and together, the “ROFR Investors”) shall have a right of first refusal to purchase its pro rata share of all Equity Securities, as defined below, that the Company may, from time to time, propose
to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 4.7 hereof. Each Investor’s pro rata share is equal to the ratio of (a) the number of shares of the Company’s Common
Stock (including all shares of Common Stock issuable or issued upon conversion of the Shares or upon the exercise of outstanding warrants or options) of which such Investor is deemed to be a holder immediately prior to the issuance of such Equity
Securities to (b) the total number of shares of the Company’s outstanding Common Stock (including all shares of Common Stock issued or issuable upon conversion of the Shares or upon the exercise of any outstanding warrants or options)
immediately prior to the issuance of the Equity Securities. The term “Equity Securities” shall mean (i) any Common Stock, Preferred Stock or other security of the Company, (ii) any security convertible into or exercisable or
exchangeable for, with or without consideration, any Common Stock, Preferred Stock or other security (including any option to purchase such a convertible security), (iii) any security carrying any warrant or right to subscribe to or purchase any
Common Stock, Preferred Stock or other security or (iv) any such warrant or right. 
 4.2 Exercise of Rights. If the Company
proposes to issue any Equity Securities, it shall give each ROFR Investor written notice of its intention, describing the Equity Securities, the price and the terms and conditions upon which the Company proposes to issue the same. Each ROFR
Investor shall have fifteen (15) days from the giving of such notice to agree to purchase its pro rata share of the Equity Securities for the price and upon the terms and conditions specified in the notice by giving written notice to the
Company and stating therein the quantity of Equity Securities to be purchased. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any ROFR Investor who would cause the Company to be in
violation of applicable federal securities laws by virtue of such offer or sale. 

  
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 4.3 Issuance of Equity Securities to Other Persons. If not all of the ROFR
Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the ROFR Investors who do so elect and shall offer such ROFR Investors the right to acquire such unsubscribed
shares on a pro rata basis. The ROFR Investors shall have five (5) days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The Company shall have ninety
(90) days thereafter to sell the Equity Securities in respect of which the ROFR Investor’s rights were not exercised, at a price not lower and upon general terms and conditions not materially more favorable to the purchasers thereof than
specified in the Company’s notice to the ROFR Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within ninety (90) days of the notice provided pursuant to Section 4.2, the Company shall
not thereafter issue or sell any Equity Securities, without first offering such securities to the ROFR Investors in the manner provided above. 

4.4 Sale Without Notice. In lieu of giving notice to the ROFR Investors prior to the issuance of Equity Securities as provided in
Section 4.2, the Company may elect to give notice to the ROFR Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each ROFR Investor
shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such ROFR Investor, maintain such ROFR Investor’s pro rata share (as set forth in
Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the ROFR Investors. 

4.5 Termination and Waiver of Rights of First Refusal. The rights of first refusal established by this Section 4 shall not
apply to, and shall terminate upon the earlier of (i) the effective date of the registration statement pertaining to the Company’s Initial Offering; or (ii) an Acquisition. Notwithstanding Section 5.5 hereof, the rights of first
refusal established by this Section 4 may be amended, or any provision waived with and only with the written consent of the Company and the ROFR Investors holding at least sixty percent (60%) of the Registrable Securities held by all ROFR
Investors, provided that in the event that any ROFR Investor purchases any Equity Securities in any offering by the Company for which the rights of a ROFR Investor have been waived pursuant to this Section 4.5, then each other ROFR
Investor shall be permitted to participate in such offering on a pro rata basis (based on the level of participation of the ROFR Investor purchasing the largest portion of such ROFR Investor’s pro rata share), in accordance with
the other provisions (including notice and election periods) set forth in Section 4.2. 
 4.6 Assignment of Rights of First Refusal.
The rights of first refusal of each ROFR Investor under this Section 4 may be assigned to the same parties, subject to the same restrictions as any transfer of registration rights pursuant to Section 2.9. Notwithstanding
anything to the contrary contained herein, for any issuance of Equity Securities pursuant to which Amplify Partners, L.P. or Amplify Investment Partners, L.P. (each, an “Amplify Entity”) has rights of first refusal under this
Section 4, each Amplify Entity may assign such rights of first refusal to 

  
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 Battery Ventures IX, L.P. and/or Battery Investment Partners IX, LLC (each, a “Battery
Entity”); provided that (a) such Amplify Entity provides notice to the Company of such assignment and (b) the Company shall not be required to provide any additional notice under this Section 4 to such
Battery Entity for such issuance of Equity Securities. 
 4.7 Excluded Securities. The rights of first refusal established by this
Section 4 shall have no application to any of the following Equity Securities: 
 (a) shares of Series F Stock issued
pursuant to the Purchase Agreement; 
 (b) shares of Common Stock issued upon conversion of the Preferred Stock; 

(c) shares of Common Stock and/or options, warrants or other Common Stock purchase rights and the Common Stock issued pursuant to such
options, warrants or other rights issued or to be issued after the date hereof to employees, officers or directors of, or consultants or advisors to the Company or any subsidiary, pursuant to stock purchase or stock option plans or other
arrangements that are approved by the Board (including at least one director elected by the holders of Preferred Stock); 
 (d) stock
issued or issuable pursuant to any rights or agreements, options, warrants or convertible securities outstanding as of the date of this Agreement; 

(e) any Equity Securities issued for consideration other than cash pursuant to a merger, consolidation, acquisition, strategic alliance
or similar business combination approved by the Board (including at least one director elected by the holders of Preferred Stock); 

(f) any Equity Securities issued in connection with any stock split, stock dividend or recapitalization by the Company; 

(g) any Equity Securities issued pursuant to any equipment loan or leasing arrangement, real property leasing arrangement, or debt
financing from a bank or similar financial or lending institution approved by the Board (including at least one director elected by the holders of Preferred Stock); 

(h) any Equity Securities issued to third-party service providers in exchange for or as partial consideration for services rendered to
the Company provided such issuances are approved by the Board (including at least one director elected by the holders of Preferred Stock) and are for non-equity financing purposes; 

(i) any Equity Securities that are issued by the Company pursuant to a registration statement filed under the Securities Act; or 

(j) any Equity Securities issued in connection with strategic transactions involving the Company and other entities, including, without
limitation (i) joint ventures, manufacturing, marketing or distribution arrangements or (ii) technology transfer or development arrangements; provided that the issuance of shares therein has been approved by the Board (including at
least one director elected by the holders of Preferred Stock) and such issuances are for non-equity financing purposes. 

  
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 SECTION 5. MISCELLANEOUS. 

5.1 Governing Law. This Agreement shall be governed by and construed under the laws of the State of Delaware in all respects as
such laws are applied to agreements among Delaware residents entered into and to be performed entirely within Delaware, without reference to conflicts of laws or principles thereof. The parties agree that any action brought by either party under or
in relation to this Agreement, including without limitation to interpret or enforce any provision of this Agreement, shall be brought in, and each party agrees to and does hereby submit to the jurisdiction and venue of, any state or federal court
located in the County of San Francisco, California. 
 5.2 Successors and Assigns. Except as otherwise expressly provided herein,
the provisions hereof shall inure to the benefit of, and be binding upon, the parties hereto and their respective successors, assigns, heirs, executors, and administrators and shall inure to the benefit of and be enforceable by each person
who shall be a holder of Registrable Securities from time to time; provided, however, that prior to the receipt by the Company of adequate written notice of the transfer of any Registrable Securities specifying the full name and address of
the transferee, the Company may deem and treat the person listed as the holder of such shares in its records as the absolute owner and holder of such shares for all purposes, including the payment of dividends or any redemption price. 

5.3 Entire Agreement. This Agreement, the Exhibits and Schedules hereto, the Purchase Agreement and the other documents delivered
pursuant thereto constitute the full and entire understanding and agreement between the parties with regard to the subjects hereof and no party shall be liable or bound to any other in any manner by any oral or written representations, warranties,
covenants and agreements except as specifically set forth herein and therein. Each party expressly represents and warrants that it is not relying on any oral or written representations, warranties, covenants or agreements outside of this Agreement.

 5.4 Severability. In the event one or more of the provisions of this Agreement should, for any reason, be held to be
invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision
had never been contained herein. 
 5.5 Amendment and Waiver. 

(a) Except as otherwise expressly provided, this Agreement may be amended or modified, and the obligations of the Company and the rights
of the Holders under this Agreement may be waived, only upon the written consent of the Company and the holders of at least sixty percent (60%) of the Registrable Securities then outstanding. Notwithstanding the foregoing, (i) the provisions of
Sections 3.1 and 3.2 may be amended or modified, and the obligations of the Company and the rights of the Major Investors thereunder may be waived only upon the written consent of the Company and the Major Investors holding at least sixty percent
(60%) of the Registrable Securities then outstanding, (ii) the provisions of Section 3.10(a) and this clause (ii) may be amended or waived only upon the written consent of OATV II, L.P., (iii) the provisions of Section 3.10(b)
and this clause (iii) may be amended or waived only upon the 

  
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 written consent of DTCP, (iv) the participation rights of a ROFR Investor under the proviso to the last
sentence of Section 4.5 may be amended or waived only upon the written consent of that ROFR Investor and any amendment to this clause (iv) shall only be applicable to ROFR Investors who consent in writing to such amendment, and
(v) the provisions of Section 4.6 and this clause (v) may be amended or waived only upon the written consent of Amplify Partners, L.P. Notwithstanding the foregoing, any amendment to this Agreement which on its face expressly treats
one Investor differently from all other Investors would require the consent of the Investor being treated differently. For the avoidance of doubt, an amendment that might impact one Investor differently than all others but does not on its face
expressly provide for different treatment shall not require the consent of such Investor. 
 (b) For the purposes of determining the
number of Holders or Investors entitled to vote or exercise any rights hereunder, the Company shall be entitled to rely solely on the list of record holders of its stock as maintained by or on behalf of the Company. 

5.6 Delays or Omissions. It is agreed that no delay or omission to exercise any right, power, or remedy accruing to any party,
upon any breach, default or noncompliance by another party under this Agreement shall impair any such right, power, or remedy, nor shall it be construed to be a waiver of any such breach, default or noncompliance, or any acquiescence therein, or of
any similar breach, default or noncompliance thereafter occurring. It is further agreed that any waiver, permit, consent, or approval of any kind or character on any party’s part of any breach, default or noncompliance under the Agreement or
any waiver on such party’s part of any provisions or conditions of this Agreement must be in writing and shall be effective only to the extent specifically set forth in such writing. All remedies, either under this Agreement, by law, or
otherwise afforded to any party, shall be cumulative and not alternative. 
 5.7 Notices. All notices required or permitted hereunder
shall be in writing and shall be deemed effectively given: (a) upon personal delivery to the party to be notified, (b) when sent by confirmed electronic mail or facsimile if sent during normal business hours of the recipient; if
not, then on the next business day, (c) five (5) days after having been sent by registered or certified mail, return receipt requested, postage prepaid, or (d) one (1) day after deposit with a nationally recognized overnight courier,
specifying next day delivery, with written verification of receipt. All communications shall be sent to the party to be notified at the address as set forth on the signature pages hereof or Exhibit A hereto or at such other address as such party may
designate by ten (10) days advance written notice to the other parties hereto. 
 5.8 Attorneys’ Fees. In the event that any
suit or action is instituted under or in relation to this Agreement, including without limitation to enforce any provision in this Agreement, the prevailing party in such dispute shall be entitled to recover from the losing party all fees,
costs and expenses of enforcing any right of such prevailing party under or with respect to this Agreement, including without limitation, such reasonable fees and expenses of attorneys and accountants, which shall include, without limitation, all
fees, costs and expenses of appeals. 
 5.9 Titles and Subtitles. The titles of the sections and subsections of this Agreement
are for convenience of reference only and are not to be considered in construing this Agreement. 

  
 22. 













 5.10 Additional Investors. Notwithstanding anything to the contrary contained
herein, any Additional Purchaser (as defined in the Purchase Agreement) may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement and shall be deemed an “Investor,” a
“Holder” and a party hereunder. Notwithstanding anything to the contrary contained herein, if the Company shall issue Equity Securities in accordance with Section 4.7 (c), (e) or (h) of this Agreement, any purchaser of such
Equity Securities may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement and shall be deemed an “Investor,” a “Holder” and a party hereunder. 

5.11 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of
which together shall constitute one instrument. 
 5.12 Aggregation of Stock. All shares of Registrable Securities held or acquired
by affiliated entities or persons or persons or entities under common management or control shall be aggregated together for the purpose of determining the availability of any rights under this Agreement. 

5.13 Pronouns. All pronouns contained herein, and any variations thereof, shall be deemed to refer to the masculine, feminine or
neutral, singular or plural, as to the identity of the parties hereto may require. 
 [THIS SPACE INTENTIONALLY LEFT BLANK] 

  
 23. 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	COMPANY:
	
	FASTLY, INC.
		
	By:	 	 /s/ Adriel Lares

	Name: Adriel Lares
	Title: Chief Financial Officer


  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	DEUTSCHE TELEKOM CAPITAL PARTNERS VENTURE FUND II GMBH & CO. KG
		
	By:	 	 /s/ Vicente Vento Bosch

		 	Vicente Vento Bosch
	Title:	 	CEO of Deutsche Telekom Capital
		 	Partners Management GmbH
	
		
	By:	 	 /s/ Peter Zillekens

		 	Peter Zillekens
	Title:	 	CFO of Deutsche Telekom Capital
		 	Partners Management GmbH
	
	 DEUTSCHE TELEKOM CAPITAL PARTNERS

MANAGEMENT GMBH ACTING AS MANAGING LIMITED PARTNER
OF DEUTSCHE TELEKOM
 CAPITAL PARTNERS VENTURE
FUND II GMBH & CO. KG




  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	SWISSCOM (SWITZERLAND) LTD.
		
	By:	 	 /s/ Dolores Dana Christoph Kummer

	Name:	 	Dolores Dana Christoph Kummer
	Title:	 	Senior Counsel Senior Consultant
	
	DIGITAL TRANSFORMATION FUND SCS
		
	By:	 	 /s/ Martine GRÜN

	Name:	 	Martine GRÜN
	Title:	 	Manager



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	SOZO VENTURES - TRUEBRIDGE FUND I, L.P.
	By: Sozo Ventures GP I, L.P.
	Its: General Partner
		
	By:	 	 /s/ Koichiro Nakamura

	Name: Koichiro Nakamura
	Its: Director
	
	SOZO VENTURES - TRUEBRIDGE FUND II, L.P.
	
	By: Sozo Ventures GP II, L.P.
	Its: General Partner
	
	By: Sozo Ventures UGP II, Ltd
	Its: General Partner
		
	By:	 	 /s/ Koichiro Nakamura

	Name: Koichiro Nakamura
	Its: Director



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	SCP FASTLY INVESTMENT LLC
		
	By:	 	 /s/ Rob Reuckert

	Name: Rob Reuckert
	Title: Managing Director



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	ICONIQ STRATEGIC PARTNERS II, L.P.,
	a Cayman Islands exempted limited partnership
	
	 By: ICONIQ Strategic Partners II GP, L.P.,

a Cayman Islands exempted limited partnership

	Its: General Partner
	
	 By: ICONIQ Strategic Partners II TT GP, Ltd.,

a Cayman Islands exempted company

	Its: General Partner
		
	By:	 	 /s/ Kevin Foster

	Print Name: Kevin Foster
	Title: Authorized Signatory
	
	ICONIQ STRATEGIC PARTNERS II-B, L.P.,
	a Cayman Islands exempted limited partnership
	
	 By: ICONIQ Strategic Partners II GP, L.P.,

a Cayman Islands exempted limited partnership

	Its: General Partner
	
	 By: ICONIQ Strategic Partners II TT GP, Ltd.,

a Cayman Islands exempted company

	Its: General Partner
		
	By:	 	 /s/ Kevin Foster

	Print Name: Kevin Foster
	Title: Authorized Signatory



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	ICONIQ STRATEGIC PARTNERS II CO-INVEST, L.P.,
	a Delaware series limited partnership, FT series
	
	 By: ICONIQ Strategic Partners II GP, L.P.,

a Cayman Islands exempted limited partnership

	Its: General Partner
	
	 By: ICONIQ Strategic Partners II TT GP, Ltd.,

a Cayman Islands exempted company

	Its: General Partner
		
	By:	 	 /s/ Kevin Foster

	Print Name: Kevin Foster
	Title: Authorized Signatory



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	AMPLIFY PARTNERS, L.P.
	
	By: Amplify GP Partners, LLC
	Its: General Partner
		
	By:	 	 /s/ Sunil Dhaliwal

	Name: Sunil Dhaliwal
	Title: Manager
	
	AP OPPORTUNITY FUND LLC
	
	By: Amplify GP Partners, LLC
	Its: General Partner
		
	By:	 	 /s/ Sunil Dhaliwal

	Name: Sunil Dhaliwal
	Title: Manager



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	AUGUST CAPITAL VI, L.P.
	
	By: August Capital Management VI, L.L.C.
	Its: General Partner
		
	By:	 	 /s/ David Hornik

	Name: David Hornik
	Title: Member
	
	AUGUST CAPITAL VI SPECIAL
	OPPORTUNITIES, L.P.
	
	By: August Capital Management VI, L.L.C.
	Its: General Partner
		
	By:	 	 /s/ David Hornik

	Name: David Hornik
	Title: Member



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	IDG VENTURES USA III, L.P.
	
	By: IDG Ventures USA III, LLC, Its General Partner
		
	By:	 	 /s/ Alexander Rosen

	Name: Alexander Rosen
	Title: Managing Member



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	OATVIISPV1, LLC
	
	 By: O’Reilly AlphaTech Ventures II, LLC

Its: Manager

		
	By:	 	 /s/ Mark Jacobsen

	Name: Mark Jacobsen
	Title: Managing Member
	
	OATVIISPV2, LLC
	
	 By: O’Reilly AlphaTech Ventures II, LLC

Its: Manager

		
	By:	 	 /s/ Mark Jacobsen

	Name: Mark Jacobsen
	Title: Managing Member
	
	OATVII, L.P.
	
	By: O’Reilly AlphaTech Ventures II, LLC
	Its: General Partner
		
	By:	 	 /s/ Mark Jacobsen

	Name: Mark Jacobsen
	Title: Managing Director



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

			
	INVESTORS:
	
	MARSHFIELD ADVISERS, LLC
		
	By:	 	 /s/ Scott Carman

	Name Scott Carman
	Title: Head of Private Equity



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. 

 

	
	INVESTORS:
	
	THOMAS DALY
	
	 /s/ Thomas Daly




  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the parties hereto
have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of July 2, 2018. 

 

			
	INVESTORS:
	
	UNIVERSITY GROWTH FUND I, LP
		
	By:	 	 /s/ Tom Stringham

	Name Tom Stringham
	Title: Managing Partner



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 IN WITNESS WHEREOF, the
parties hereto have executed this AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT as of July 9, 2018. 

 

			
	INVESTORS:
	
	SOZO VENTURES II- S
	
	By: Sozo Ventures GP II-S, L.P.
	Its: General Partner
	
	By: Sozo Ventures UGP II-S, Ltd
	Its: General Partner
		
	By:	 	    /s/ Koichiro
Nakamura                                    
	Name: Koichiro Nakamura
	Its: Director



  
 [SIGNATURE
PAGE TO FASTLY, INC. SERIES F INVESTOR RIGHTS AGREEMENT] 













 EXHIBIT A 

SCHEDULE OF INVESTORS 

DEUTSCHE TELEKOM CAPITAL PARTNERS 

VENTURE FUND II GMBH AND CO. KG 

Am Sandtorpark 2 
 20457 Hamburg 

Germany 
 SWISSCOM (SWITZERLAND)
LTD. 
 Alte Tiefenaustrasse 6, CH-3050 

Bern, Switzerland 
 DIGITAL
TRANSFORMATION FUND SCS 
 121, avenue de la Faïencerie, L-1511 

Luxembourg, Grand Duchy of Luxembourg 
 SOZO
VENTURES - TRUEBRIDGE FUND I, L.P. 
 SOZO VENTURES -
TRUEBRIDGE FUND II, L.P. 
 SOZO VENTURES II-S,
L.P. 
 855 El Camino Real, Suite 12 
 Palo Alto, CA 94301

 SCP FASTLY INVESTMENT LLC 

c/o Sorenson Capital Partners 
 3400 N. Ashton Blvd., Suite 400

 Lehi, UT 84043 
 Attention: Rob Rueckert 

With a copy (which shall not constitute notice) to: 
 Wilson
Sonsini Goodrich & Rosati, P.C. 
 701 Fifth Avenue, Suite 5100 

Seattle, WA 98104 
 Attention: Jeana Kim 

SCHEDULE OF INVESTORS 

  













 ICONIQ STRATEGIC PARTNERS II, L.P. 

ICONIQ STRATEGIC PARTNERS II-B, L.P. 

394 Pacific Ave, 2nd Floor 
 San Francisco, CA 94111 

Telephone: (415) 967-7757 

Facsimile: (415) 321-3960 

Attn: Kevin Foster 
 With a copy (which shall not constitute
notice) to: 
 Goodwin Procter LLP 
 The New York Times
Building 
 620 Eighth Avenue 
 New York, NY 10018 

Facsimile No.: (212) 355-3333 

Attn: Ilan S. Nissan 
 E mail: inissan@goodwinprocter.com 

OATV II, L.P. 
 OATVIISPV1, LLC 

OATVIISPV2, LLC 
 775 E. Blithedale Avenue #568 

Mill Valley, CA 94941 
 Facsimile: (415) 693-0201 
 Attention: Mark Jacobsen 

BATTERY VENTURES IX, L.P. 

BATTERY INVESTMENT PARTNERS IX, LLC 

One Marina Park Drive, Suite 1100 
 Boston, MA 02210 

Attention: Lizette Perez-Deisboeck 
 AMPLIFY
PARTNERS, L.P. 
 AP OPPORTUNITY FUND LLC 

c/o Amplify Partners 
 1050 Doyle Street 

Menlo Park, CA 94025 
 (650)
445-0800 
 Email: sunil@amplifypartners.com 

Attention: Sunil Dhaliwal 
 AUGUST
CAPITAL VI, L.P. 
 AUGUST CAPITAL VI SPECIAL OPPORTUNITIES, L.P. 

2480 Sand Hill Road, Suite 101 
 Menlo Park, CA 94025 

Facsimile: (650) 234-9910 

Attention: David Hornik 
 SCHEDULE
OF INVESTORS 

  













 IDG VENTURES USA III, L.P. 

One Letterman Drive 
 Building D, Suite P100 

San Francisco, CA 94129 
 TRIPLEPOINT
VENTURES 3 LLC 
 2755 Sand Hill Road, Suite 150 

Menlo Park, CA 94025 
 Attn: Legal Department 

Email: legal@triplepointcapital.com 
 SAPPHIRE
SAP HANA FUND OF FUNDS, L.P. 
 3408 Hillview Avenue 

Palo Alto, California USA 94304 
 TRUEBRIDGE
III GLOBAL CO-INVESTMENTS, LLC 
 c/o TrueBridge Capital Partners, LLC 

1350 Environ Way 
 Chapel Hill, North Carolina 27517 

THOMAS DALY 
 5 Jasper Lane

 Nashua, NH 03063 
 tjd@q7.io 

JESSE ROBBINS 
 1606 27th Avenue 
 Seattle, WA 98122 

jesse@orionlabs.co 
 MARSHFIELD
ADVISERS LLC 
 60 East South Temple Street, Suite 400 

Salt Lake City, UT 84111 
 Attention: Scott Carman, Head of
Private Equity 
 UNIVERSITY GROWTH FUND I, LP 

299 South Main Street, Suite 357 
 Salt Lake City, UT 84111 

Attention: Tom Stringham 
 tom@ugrowthfund.com 

SCHEDULE OF INVESTORS