X0306 4 2020-06-15 0 0001477333 Cloudflare, Inc. NET 0001525593 Pelion Ventures V, L.P. 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001525599 Pelion Ventures V-A, L.P. 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001532860 Pelion Ventures V Financial Institutions Fund, L.P. 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001787892 Pelion Venture Partners V, L.L.C. 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001787887 Pelion Ventures V Financial Institutions GP, L.L.C. 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 0001366065 Modersitzki Blake G 2750 E. COTTONWOOD PARKWAY, SUITE 600 SALT LAKE CITY UT 84121 0 0 1 0 Class A Common Stock 2020-06-15 4 C 0 772287 A 962700 I Footnote Class A Common Stock 2020-06-15 4 C 0 196639 A 244950 I Footnote Class A Common Stock 2020-06-15 4 C 0 234694 A 292350 I Footnote Class A Common Stock 2020-06-15 4 S 0 962700 31.1559 D 0 I Footnote Class A Common Stock 2020-06-15 4 S 0 244950 31.1559 D 0 I Footnote Class A Common Stock 2020-06-15 4 S 0 292350 31.1559 D 0 I Footnote Class A Common Stock 2020-06-16 4 C 0 449260 A 449260 I Footnote Class A Common Stock 2020-06-16 4 C 0 114310 A 114310 I Footnote Class A Common Stock 2020-06-16 4 C 0 136430 A 136430 I Footnote Class A Common Stock 2020-06-16 4 S 0 449260 31.1765 D 0 I Footnote Class A Common Stock 2020-06-16 4 S 0 114310 31.1765 D 0 I Footnote Class A Common Stock 2020-06-16 4 S 0 136430 31.1765 D 0 I Footnote Class A Common Stock 1 I Footnote Class A Common Stock 2954546 I Footnote Class A Common Stock 748660 I Footnote Class B Common Stock 2020-06-15 4 C 0 772827 0.00 D Class A Common Stock 772827 2695070 I Footnote Class B Common Stock 2020-06-15 4 C 0 196639 0.00 D Class A Common Stock 196639 685732 I Footnote Class B Common Stock 2020-06-15 4 C 0 234694 0.00 D Class A Common Stock 234694 818430 I Footnote Class B Common Stock 2020-06-16 4 C 0 449260 0.00 D Class A Common Stock 449260 2245810 I Footnote Class B Common Stock 2020-06-16 4 C 0 114310 0.00 D Class A Common Stock 114310 571422 I Footnote Class B Common Stock 2020-06-16 4 C 0 136430 0.00 D Class A Common Stock 136430 682000 I Footnote Class B Common Stock Class A Common Stock 12691450 12691450 I Footnote Class B Common Stock Class A Common Stock 4118790 4118790 I Footnote Class B Common Stock Class A Common Stock 7823644 7823644 I Footnote Class B Common Stock Class A Common Stock 497996 497996 I Footnote Class B Common Stock Class A Common Stock 34051 34051 I Footnote Class B Common Stock Class A Common Stock 622265 622265 I Footnote 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 Pelion Ventures V, L.P. ("PV V"). Pelion Venture Partners V, L.L.C. ("PVP V") is the General Partner of PV V and PV V-A, but disclaims beneficial ownership of the securities held of record by PV V and PV V-A except to the extent of its pecuniary interest therein. Blake Modersitzki is the Managing Member of PVP V. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V, PV V-A and PVP V, but disclaims beneficial ownership of the securities held by of record by PV V, PV V-A and PVP 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"). 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, but disclaims beneficial ownership of the securities held of record by PV V FIF except to the extent of its pecuniary interest therein. 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 and PV V FIGP, but disclaims beneficial ownership of the securities held of record by PV V FIF and PV V FIGP except to the extent of his individual pecuniary interest therein. These sales were executed in multiple trades at prices ranging from $31.00 to $31.73. The price reported above reflects the weighted average sale price. The applicable Reporting Person hereby undertakes 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. These sales were executed in multiple trades at prices ranging from $31.00 to $31.95. The price reported above reflects the weighted average sale price. The applicable Reporting Person hereby undertakes 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. The shares are held of record by UV Partners IV GP, L.L.C. ("UVP IV GP"). UVP IV GP is the General Partner of UV Partners IV, L.P. ("UVP IV") and UV Partners IV-A, L.P. ("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 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. The shares are held of record by Blake G. Modersitzki. 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 UVP IV. The shares are held of record by UVP IV-A. 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. 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. /s/ Blake Modersitzki, Managing Member of the General Partner of Pelion Ventures V, L.P. 2020-06-17 /s/ Blake Modersitzki, Managing Member of the General Partner of Pelion Ventures V-A, L.P. 2020-06-17 /s/ Blake Modersitzki, Managing Member of the General Partner of Pelion Ventures V Financial Institutions Fund, L.P. 2020-06-17 /s/ Blake Modersitzki, Managing Member of Pelion Venture Partners V, L.L.C. 2020-06-17 /s/ Blake Modersitzki, Managing Member of Pelion Ventures V Financial Institutions GP, L.L.C. 2020-06-17 /s/ Blake Modersitzki 2020-06-17