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Form 4 Astera Labs, Inc. For: Jun 04 Filed by: LAZAR JACK R

June 8, 2026 8:27 PM
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
LAZAR JACK R
(Last) (First) (Middle)
C/O ASTERA LABS, INC.
2345 NORTH FIRST STREET
(Street)
SAN JOSE CA 95131
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Astera Labs, Inc. [ ALAB ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/04/2026 A 837 (1) A $ 0 85,688 (2) D
Common Stock 06/04/2026 S (3) 879 D $ 362.8405 (4) 84,809 (2) D
Common Stock 06/04/2026 S (3) 854 D $ 361.1061 (5) 83,955 (2) D
Common Stock 06/04/2026 S (3) 1,116 D $ 360.0879 (6) 82,839 (2) D
Common Stock 06/04/2026 S (3) 877 D $ 359.3267 (7) 81,962 (2) D
Common Stock 06/04/2026 S (3) 883 D $ 358.136 (8) 81,079 (2) D
Common Stock 06/04/2026 S (3) 566 D $ 356.9442 (9) 80,513 (2) D
Common Stock 06/04/2026 S (3) 946 D $ 355.1273 (10) 79,567 (2) D
Common Stock 06/04/2026 S (3) 373 D $ 354.3839 (11) 79,194 (2) D
Common Stock 06/04/2026 S (3) 1,101 D $ 352.9665 (12) 78,093 (2) D
Common Stock 06/04/2026 S (3) 318 D $ 351.7187 (13) 77,775 (2) D
Common Stock 06/04/2026 S (3) 17 D $ 351.13 77,758 (2) D
Common Stock 06/04/2026 S (3) 423 D $ 349.9557 (14) 77,335 (2) D
Common Stock 06/04/2026 S (3) 193 D $ 347.8389 (15) 77,142 (2) D
Common Stock 06/04/2026 S (3) 238 D $ 346.2717 (16) 76,904 (2) D
Common Stock 06/04/2026 S (3) 246 D $ 345.2366 (17) 76,658 (2) D
Common Stock 06/04/2026 S (3) 243 D $ 344.0294 (18) 76,415 (2) D
Common Stock 06/04/2026 S (3) 527 D $ 342.5453 (19) 75,888 D
Common Stock 06/04/2026 S (3) 200 D $ 339.56 (19) 75,688 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. These shares represent an award of restricted stock units ("RSUs") granted on June 4, 2026 (the "Grant Date") under the Astera Labs, Inc. 2024 Stock Option and Incentive Plan. Such award vests in full upon the earlier of (i) the first anniversary of the Grant Date or (ii) the date of the next annual stockholder meeting of the Company following the Grant Date, subject to the Reporting Person's continuous service relationship with the Issuer through each applicable vesting date. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
2. Includes deferred stock units and dividend equivalent units.
3. The sales reported in this Form 4 occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 2, 2025.
4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $362.5300 to $363.4350, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $360.8100 to $361.6600, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $359.7450 to $360.6600, 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.
7. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $358.8000 to $359.6400, 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.
8. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $357.8650 to $358.6000, 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.
9. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $356.6600 to $357.5750, 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.
10. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $354.6200 to $355.5800, 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.
11. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $354.0600 to $354.5500, 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.
12. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $352.5400 to $353.5200, 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.
13. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $351.5250 to $352.4850, 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.
14. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $349.1050 to $350.0100, 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.
15. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $347.7700 to $347.8600, 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.
16. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $346.2700 to $346.6650, 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.
17. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $344.6650 to $345.6250, 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.
18. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $343.9250 to $344.6200, 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.
19. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $342.5200 to $343.4600, 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.
/s/ Philip Mazzara, Attorney-in-Fact 06/08/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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