X0306 4 2020-05-08 0 0001477333 Cloudflare, Inc. NET 0001405396 UV PARTNERS IV LP C/O PELION VENTURES 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001452738 UV PARTNERS IV-A LP C/O PELION VENTURES 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001452739 UV PARTNERS IV FINANCIAL INSTITUTIONS FUND LP C/O PELION VENTURES 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001787870 UV Partners IV GP, L.L.C. C/O PELION VENTURES 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001787868 UV Partners IV Financial Institutions GP, L.L.C. C/O PELION VENTURES 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001366065 Modersitzki Blake G C/O PELION VENTURES 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 Class A Common Stock 2020-05-08 4 C 0 515200 A 515200 I See footnotes Class A Common Stock 2020-05-08 4 C 0 167200 A 167200 I See footnotes Class A Common Stock 2020-05-08 4 C 0 317600 A 317600 I See footnotes Class A Common Stock 2020-05-08 4 S 0 515200 26.0041 D 0 I See footnotes Class A Common Stock 2020-05-08 4 S 0 167200 26.0041 D 0 I See footnotes Class A Common Stock 2020-05-08 4 S 0 317600 26.0041 D 0 I See footnotes Class A Common Stock 2020-05-11 4 C 0 1030363 A 1030363 I See footnotes Class A Common Stock 2020-05-11 4 C 0 334389 A 334389 I See footnotes Class A Common Stock 2020-05-11 4 C 0 635179 A 635179 I See footnotes Class A Common Stock 2020-05-11 4 J 0 1030363 D 0 I See footnotes Class A Common Stock 2020-05-11 4 J 0 334389 D 0 I See footnotes Class A Common Stock 2020-05-11 4 J 0 635179 D 0 I See footnotes Class A Common Stock 2020-05-11 4 J 0 222560 A 222560 I See footnotes Class A Common Stock 2020-05-11 4 J 0 72223 A 294783 I See footnotes Class A Common Stock 2020-05-11 4 J 0 137190 A 137190 I See footnotes Class A Common Stock 2020-05-11 4 J 0 294783 D 0 I See footnotes Class A Common Stock 2020-05-11 4 J 0 137190 D 0 I See footnotes Class A Common Stock 2020-05-11 4 J 0 90986 A 485986 I See footnotes Class A Common Stock 2020-05-11 4 J 0 42446 A 528402 I See footnotes Class A Common Stock 831641 I See footnotes Class A Common Stock 211603 I See footnotes Class A Common Stock 252550 I See footnotes Class A Common Stock 2954546 I See footnotes Class B Common Stock 2020-05-08 4 C 0 515200 0.00 D Class A Common Stock 515200 15267376 I See footnotes Class B Common Stock 2020-05-08 4 C 0 167200 0.00 D Class A Common Stock 267200 4954767 I See footnotes Class B Common Stock 2020-05-08 4 C 0 317600 0.00 D Class A Common Stock 317600 9411605 I See footnotes Class B Common Stock 2020-05-11 4 C 0 1030363 0.00 D Class A Common Stock 1030363 14237013 I See footnotes Class B Common Stock 2020-05-11 4 C 0 334389 0.00 D Class A Common Stock 334389 4620378 I See footnotes Class B Common Stock 2020-05-11 4 C 0 635179 0.00 D Class A Common Stock 635179 8776426 I See footnotes Class B Common Stock Class A Common Stock 3467897 3467897 I See footnotes Class B Common Stock Class A Common Stock 882371 882371 I See footnotes Class B Common Stock Class A Common Stock 1053124 1053124 I See footnotes Class B Common Stock Class A Common Stock 497996 497996 I See footnotes Class B Common Stock Class A Common Stock 34051 34051 I See footnotes Class B Common Stock Class A Common Stock 622265 622265 I See footnotes Represents conversion of shares of the Issuer's Class B Common Stock into shares of the Issuer's Class A Common Stock on a 1-for-1 basis. The convertibility of the Class B Common Stock has no expiration date. The shares are held of record by UV Partners IV, L.P. ("UVP IV"). The shares are held of record by UV Partners IV-A, L.P. ("UVP IV-A"). UV Partners IV GP, L.L.C. ("UVP IV GP") is the General Partner of UVP IV and UVP IV-A, but disclaims beneficial ownership of the securities held of record by UVP IV and UVP IV-A except to the extent of its pecuniary interest therein. Blake Modersitzki is the Managing Member of UVP IV GP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by UVP IV, UVP IV-A and UVP IV GP, but disclaims beneficial ownership of the securities held by of record by UVP IV, UVP IV-A and UVP IV GP except to the extent of his individual pecuniary interest therein. The shares are held of record by UV Partners IV Financial Institutions Fund, L.P. ("UVP IV FIF"). UV Partners IV Financial Institutions GP, L.L.C. ("UVP IV FIGP") is the General Partner of UVP IV FIF, but disclaims beneficial ownership of the securities held of record by UVP IV FIF except to the extent of its pecuniary interest therein. Blake Modersitzki is the Manager Member of UVP IV FIGP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by UVP IV FIF and UVP IV FIGP, but disclaims beneficial ownership of the securities held of record by UVP IV FIF and UVP IV FIGP except to the extent of his individual pecuniary interest therein. These sales were executed in multiple trades at prices ranging from $26.00 to $26.125, inclusive. The price reported above reflects the weighted average sale price. The filers hereby undertake to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer. Represents in-kind distribution by UVP IV without consideration to its partners (including UVP IV GP). Represents in-kind distribution by UVP IV-A without consideration to its partners (including UVP IV GP). Represents in-kind distribution by UVP IV FIF without consideration to its partners (including UVP IV FIGP). The shares are held of record by UVP IV GP. The shares are held of record by UVP IV FIGP. Represents in-kind distribution by UVP IV GP without consideration to its members. Represents in-kind distribution by UVP IV FIGP without consideration to its members. The shares are held of record by Blake G. Modersitzki. The shares are held of record by Pelion Ventures V, L.P. ("PV V"). Pelion Venture Partners V, L.L.C. ("PVP V") is the General Partner of PV V, and Blake Modersitzki is the Manager Member of PVP V. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V, but disclaims beneficial ownership of the securities held of record by PV V except to the extent of his individual pecuniary interest therein The shares are held of record by Pelion Ventures V-A, L.P. ("PV V-A"). PVP V is the General Partner of PV V-A, and Blake Modersitzki is the Manager Member of PVP V. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V-A, but disclaims beneficial ownership of the securities held of record by PV V-A except to the extent of his individual pecuniary interest therein. The shares are held of record by Pelion Ventures V Financial Institutions Fund, L.P. ("PV V FIF"). Pelion Ventures V Financial Institutions GP, L.L.C. ("PV V FIGP") is the General Partner of PV V FIF and Blake Modersitzki is the Manager Member of PV V FIGP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V FIF, but disclaims beneficial ownership of the securities held of record by PV V FIF except to the extent of his individual pecuniary interest therein. The shares are held of record by Pelion Opportunity Fund I, LLC ("POF I"). Pelion Opportunities Partners I, L.L.C. ("POP I") is the Manager of POF I, and Blake Modersitzki is the Manager Member of POP I. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by POF I, but disclaims beneficial ownership of the securities held by of record by POF I except to the extent of his individual pecuniary interest therein. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.The shares are held of record by Pelion Ventures VI, L.P. ("PV VI"). Pelion Venture Partners VI, L.L.C. ("PVP VI") is the General Partner of PV VI, and Blake Modersitzki is the Manager Member of PVP VI. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV VI, but disclaims beneficial ownership of the securities held of record by PV VI except to the extent of his individual pecuniary interest therein. The shares are held of record by Pelion Ventures VI-A, L.P. ("PV VI-A"). PVP VI is the General Partner of PV VI-A, and Blake Modersitzki is the Manager Member of PVP VI. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV VI-A, but disclaims beneficial ownership of the securities held of record by PV VI-A except to the extent of his individual pecuniary interest therein. UV Partners IV, L.P. By: UV Partners IV GP, L.L.C. Its: General Partner By: /s/ Blake G. Modersitzki Managing Member 2020-05-12 UV Partners IV-A, L.P. By: UV Partners IV GP, L.L.C. Its: General Partner By: /s/ Blake G. Modersitzki Managing Member 2020-05-12 UV Partners IV Financial Institutions Fund, L.P. By: UV Partners IV Financial Institutions GP, L.L.C. Its:General Partner By: /s/ Blake G. Modersitzki Managing Member 2020-05-12 UV Partners IV GP, L.L.C. By: /s/ Blake G. Modersitzki Managing Member 2020-05-12 UV Partners IV Financial Institutions GP, L.L.C. By: /s/ Blake G. Modersitzki Managing Member 2020-05-12 /s/ Blake G. Modersitzki 2020-05-12