0000899243-20-014092.txt : 20200522 0000899243-20-014092.hdr.sgml : 20200522 20200522204418 ACCESSION NUMBER: 0000899243-20-014092 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200520 FILED AS OF DATE: 20200522 DATE AS OF CHANGE: 20200522 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prince Matthew CENTRAL INDEX KEY: 0001786925 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39039 FILM NUMBER: 20907738 MAIL ADDRESS: STREET 1: C/O CLOUDFLARE, INC. STREET 2: 101 TOWNSEND STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 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 X0306 4 2020-05-20 0 0001477333 Cloudflare, Inc. NET 0001786925 Prince Matthew C/O CLOUDFLARE, INC. 101 TOWNSEND STREET SAN FRANCISCO CA 94107 1 1 1 0 CEO and Chair of the Board Class A Common Stock 2020-05-20 4 C 0 100000 A 100000 I See footnote Class A Common Stock 2020-05-20 4 S 0 90587 27.1503 D 9413 I See footnote Class A Common Stock 2020-05-20 4 S 0 9413 27.7785 D 0 I See footnote Class A Common Stock 2020-05-21 4 C 0 100000 A 100000 I See footnote Class A Common Stock 2020-05-21 4 S 0 98200 27.922 D 1800 I See footnote Class A Common Stock 2020-05-21 4 S 0 1800 28.2822 D 0 I See footnote Class A Common Stock 2020-05-22 4 C 0 100000 A 100000 I See footnote Class A Common Stock 2020-05-22 4 S 0 84800 28.1545 D 15200 I See footnote Class A Common Stock 2020-05-22 4 S 0 15200 28.6202 D 0 I See footnote Class B Common Stock 2020-05-20 4 C 0 100000 0.00 D Class A Common Stock 100000 29411741 I See footnote Class B Common Stock 2020-05-21 4 C 0 100000 0.00 D Class A Common Stock 100000 29311741 I See footnote Class B Common Stock 2020-05-22 4 C 0 100000 0.00 D Class A Common Stock 100000 29211741 I See footnote Class B Common Stock Class A Common Stock 2790544 2790544 I See footnote Class B Common Stock Class A Common Stock 1274599 1274599 I See footnote Class B Common Stock Class A Common Stock 3340115 3340115 I See footnote Class B Common Stock Class A Common Stock 800000 800000 I See footnote 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 The Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 28, 2019. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.53 to $27.525, 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, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4), (5), (6), (7), (8) and (9) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.53 to $28.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.20 to $28.17, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.21 to $28.335, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.51 to $28.505, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.51 to $28.81, inclusive. Of the reported shares, 3,333,334 vest in 40 months beginning on June 13, 2020. The shares are held of record by The Prince Family Nonexempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor. The shares are held of record by The Matthew Prince 2018 Annuity Trust dated October 26, 2018, for which the reporting person serves as co-trustee and investment advisor. The shares are held of record by The Matthew Prince 2019 Annuity Trust dated May 22, 2019, for which the reporting person serves as co-trustee and investment advisor. The shares are held of record by The Prince Family Exempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor. /s/ Lindsey Cochran, by power of attorney 2020-05-22