0001209191-23-056491.txt : 20231122 0001209191-23-056491.hdr.sgml : 20231122 20231122165511 ACCESSION NUMBER: 0001209191-23-056491 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231120 FILED AS OF DATE: 20231122 DATE AS OF CHANGE: 20231122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANDELL SCOTT D CENTRAL INDEX KEY: 0001237289 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39039 FILM NUMBER: 231434157 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cloudflare, Inc. CENTRAL INDEX KEY: 0001477333 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 270805829 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 101 TOWNSEND ST. CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: 888.993.5273 MAIL ADDRESS: STREET 1: 101 TOWNSEND ST. CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER COMPANY: FORMER CONFORMED NAME: CloudFlare, Inc. DATE OF NAME CHANGE: 20091120 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-11-20 0 0001477333 Cloudflare, Inc. NET 0001237289 SANDELL SCOTT D 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 1 0 0 0 1 Class A Common Stock 2023-11-20 4 S 0 39913 73.02 D 192155 I See Note 3 Class A Common Stock 2023-11-20 4 S 0 17621 73.50 D 174534 I See Note 3 Class A Common Stock 2023-11-20 4 S 0 28442 73.02 D 12558 I See Note 5 Class A Common Stock 2023-11-20 4 S 0 12558 73.50 D 0 I See Note 5 Class A Common Stock 2023-11-20 4 S 0 78389 73.02 D 34611 I See Note 6 Class A Common Stock 2023-11-20 4 S 0 34611 73.50 D 0 I See Note 6 Class A Common Stock 6325 D Class A Common Stock 37000 I See Note 7 The reported transactions occurred pursuant to a trading plan intended to comply with Rule 10b5-1(c) and adopted on 8/21/2023. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $72.34 to $73.33 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The Reporting Person is the trustee of the Blue Mountain Trust, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by the Blue Mountain Trust in which the Reporting Person has no pecuniary interest. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $73.34 to $73.79 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The Reporting Person is the trustee of the SS 2022 CF GRAT 2 dated 12/6/2022, which is the direct beneficial owner of the securities. The Reporting Person is the trustee of the SS 2023 CF GRAT dated 5/16/2023, which is the direct beneficial owner of the securities. The Reporting Person is the trustee of the Pendleton 2020 GRAT, which is the direct beneficial owner of the securities. /s/ Louis Citron, attorney-in-fact 2023-11-22