The Fastly lawsuit landscape consists of two securities fraud class actions filed four years apart in the Northern District of California. The first, filed in 2020, accused Fastly, Inc. of hiding its dependence on ByteDance, TikTok’s Chinese parent company, and was dismissed in full. The second, filed in May 2024, alleges the company concealed a sharp slowdown among its largest customers and the loss of market share it had picked up during a 2023 wave of CDN industry consolidation. That case is still alive, with a motion to dismiss the second amended complaint pending before Judge Jon S. Tigar.
The 2024 Class Action Against Fastly
The current case is captioned Kula v. Fastly, Inc., et al., Case No. 24-cv-03170, filed on May 24, 2024 in the U.S. District Court for the Northern District of California.1Newsfilecorp. Kessler Topaz Meltzer Check LLP Notifies Investors of a Securities Class Action Lawsuit Filed Against Fastly It was brought under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 on behalf of investors who purchased Fastly securities between February 15 and May 1, 2024.2SEC. Fastly, Inc. SEC Filing The named defendants are Fastly, CEO Todd Nightingale, and CFO Ronald Kisling.3Holzer Law. Kula v. Fastly, Inc. et al., Complaint
The complaint alleges that Fastly and its officers made materially false or misleading statements by failing to disclose several things at once: that growth among its largest customers was decelerating significantly, that it was losing market share it had gained during the 2023 CDN consolidation trend, that these problems were likely to hurt revenue growth in a material way, that Fastly was unlikely to meet its FY 2024 revenue guidance, and that its financial position and prospects were overstated as a result.4Stanford Securities Class Action Clearinghouse. Fastly, Inc. Securities Litigation
What Triggered the Filing
On May 1, 2024, Fastly reported first-quarter revenue of $133.52 million, missing consensus estimates by $0.35 million. More consequentially, the company cut its full-year 2024 revenue guidance to $555–$565 million, down from the $580–$590 million range it had issued in February.5PRNewswire. Shareholder Alert: Pomerantz Law Firm Reminds Shareholders With Losses on Their Investment in Fastly
On the same call, CEO Todd Nightingale disclosed that revenue from Fastly’s top 10 customers had fallen from 40% to 38% of total revenue, citing “significant volatility” in the multi-CDN strategies those large accounts were adopting. CFO Ronald Kisling said the company was facing “a challenging environment of revenue declines in our largest customers” and confirmed Fastly would not benefit from the favorable CDN consolidation trends it had enjoyed in 2023.5PRNewswire. Shareholder Alert: Pomerantz Law Firm Reminds Shareholders With Losses on Their Investment in Fastly
The next day, Bank of America downgraded Fastly from “Buy” to “Underperform,” citing decelerating growth, share loss in delivery, and limited visibility into large-customer traffic patterns.6Yahoo Finance. Fastly’s Near-Term Risks Challenges Fastly’s stock fell $4.14, or 32%, to close at $8.79.5PRNewswire. Shareholder Alert: Pomerantz Law Firm Reminds Shareholders With Losses on Their Investment in Fastly The complaint followed three weeks later.
Where the Case Stands Now
The court appointed a lead plaintiff and lead counsel on August 22, 2024, and an amended complaint was filed on November 1, 2024.4Stanford Securities Class Action Clearinghouse. Fastly, Inc. Securities Litigation On September 24, 2025, Judge Jon S. Tigar granted in part and denied in part the defendants’ first motion to dismiss. The lead plaintiff then filed a second amended complaint on October 24, 2025.2SEC. Fastly, Inc. SEC Filing
Fastly filed a new motion to dismiss the second amended complaint on December 9, 2025. Briefing wrapped up in February 2026, and the motion is pending before Judge Tigar with no hearing yet scheduled.7Kessler Topaz Meltzer Check LLP. Fastly, Inc. No class has been certified, and the complaint seeks unspecified compensatory damages.2SEC. Fastly, Inc. SEC Filing
The 2020 ByteDance and TikTok Case
The earlier action, Betancourt v. Fastly, Inc. et al., Case No. 5:20-cv-06024, was filed on August 27, 2020 in the same federal court. It covered investors who purchased Fastly stock between May 6 and August 5, 2020, and named Fastly, then-CEO Joshua Bixby, and then-CFO Adriel Lares as defendants under Sections 10(b) and 20(a) of the Exchange Act and SEC Rule 10b-5.8ClassAction.org. Betancourt v. Fastly, Inc. et al., Complaint9CCH. In Re Fastly, Inc. Securities Litigation, Order
On a May 2020 earnings call, Fastly told investors its customers “seem to be in good shape.” What went unmentioned, the complaint alleged, was that ByteDance, TikTok’s Chinese parent, was Fastly’s single largest customer at a moment when U.S. government scrutiny of TikTok’s data collection practices had been circulating since October 2019.10ClassAction.org. Proposed Securities Class Action Claims Fastly Hid Ties to TikTok Prior to Government Ban
On August 5, 2020, Fastly disclosed on its second-quarter call that ByteDance was its largest customer and had accounted for roughly 12% of revenue over the prior six months. Bixby said a U.S. ban on TikTok would “create uncertainty around our ability to support this customer” and that losing the traffic “would have an impact on our business.”11CNBC. TikTok Reliance Causes Plunge in Fastly After Stock’s COVID-Era Rally Fastly’s stock fell about 17.7% that day, and another 11.5% the next day after President Trump’s executive order banning transactions with ByteDance.10ClassAction.org. Proposed Securities Class Action Claims Fastly Hid Ties to TikTok Prior to Government Ban In October 2020, Fastly cut its Q3 revenue forecast to $70–$71 million from $73.5–$75.5 million, saying ByteDance had used its platform less than expected amid the “uncertain geopolitical environment”; the stock plunged as much as 37% on the news.12ZDNet. Fastly Plunges 37% as TikTok Parent ByteDance Hit by U.S. Ban
Why the 2020 Case Was Dismissed
On November 23, 2021, Senior District Judge Phyllis J. Hamilton granted the defendants’ motion to dismiss. She found Fastly had already disclosed the very risk the plaintiff said was hidden: potential U.S. bans on Chinese companies “posed a material risk to Fastly’s revenues,” with nearly 30% of revenue potentially at risk. The August 2020 statements were not actionable because Fastly had warned that customer traffic was unpredictable, and the media reports the plaintiff pointed to about TikTok diversifying traffic away from Fastly were, the court said, “thin on specifics.”13Cooley LLP. Cooley Secures Dismissal of Securities Class Action for Fastly
Many of the challenged statements, the ruling continued, were either protected by the Private Securities Litigation Reform Act’s safe harbor for forward-looking statements, were accurate historical facts, or amounted to non-actionable corporate optimism. On intent, Judge Hamilton found “no compelling inference that any defendant had an intent to defraud.”13Cooley LLP. Cooley Secures Dismissal of Securities Class Action for Fastly Dismissal came with leave to amend, but the plaintiff instead voluntarily dismissed the case with prejudice and waived all appeal rights.14Fastly. Fastly Complete Dismissal of Shareholder Class Action Derivative Lawsuits
The Related Derivative Suit
Alongside the 2020 class action, shareholders filed a derivative suit in Delaware federal court, In re Fastly, Inc. Shareholder Derivative Litigation, Case No. 1:20-cv-01773, naming Bixby, Lares, and several board members. The court stayed it in March 2021 pending the California motion to dismiss.15CourtListener. In Re Fastly, Inc. Shareholder Derivative Litigation, Docket After Judge Hamilton’s ruling, the derivative plaintiffs filed a stipulation of dismissal on December 27, 2021, and the court terminated the case on January 3, 2022. Fastly announced the resolution of both matters on January 24, 2022.14Fastly. Fastly Complete Dismissal of Shareholder Class Action Derivative Lawsuits
What the Two Cases Share
Both suits follow the same shape: a stretch of optimistic guidance or incomplete disclosure, a sharp downward revision, a stock drop, and a complaint saying investors should have been told sooner. In 2020, the alleged hidden variable was customer identity — a single Chinese-owned app caught in a geopolitical dispute. In 2024, it is customer retention, as large accounts that had consolidated onto Fastly during a favorable 2023 industry cycle began spreading their traffic across multiple CDN providers again. The 2020 case ended at the pleading stage. Whether the 2024 case moves past its own pleading fight will depend on how Judge Tigar reads the second amended complaint.