0000899243-22-018392.txt : 20220517 0000899243-22-018392.hdr.sgml : 20220517 20220517161105 ACCESSION NUMBER: 0000899243-22-018392 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220513 FILED AS OF DATE: 20220517 DATE AS OF CHANGE: 20220517 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: 22934563 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 2022-05-13 0 0001477333 Cloudflare, Inc. NET 0001786925 Prince Matthew C/O CLOUDFLARE, INC. 106 E. 6TH STREET, SUITE 350 AUSTIN TX 78701 1 1 1 0 CEO & Chair of the Board Class A Common Stock 2022-05-13 4 C 0 52384 A 52384 I See footnote Class A Common Stock 2022-05-13 4 S 0 2200 61.037 D 50184 I See footnote Class A Common Stock 2022-05-13 4 S 0 1000 62.4869 D 49184 I See footnote Class A Common Stock 2022-05-13 4 S 0 2515 63.4148 D 46669 I See footnote Class A Common Stock 2022-05-13 4 S 0 4402 64.2927 D 42267 I See footnote Class A Common Stock 2022-05-13 4 S 0 7935 65.3856 D 34332 I See footnote Class A Common Stock 2022-05-13 4 S 0 26582 66.2992 D 7750 I See footnote Class A Common Stock 2022-05-13 4 S 0 7750 67.0379 D 0 I See footnote Class A Common Stock 2022-05-16 4 C 0 52384 A 52384 I See footnote Class A Common Stock 2022-05-16 4 S 0 11694 57.4226 D 40690 I See footnote Class A Common Stock 2022-05-16 4 S 0 15894 58.5355 D 24796 I See footnote Class A Common Stock 2022-05-16 4 S 0 8854 59.4173 D 15942 I See footnote Class A Common Stock 2022-05-16 4 S 0 3224 60.7285 D 12718 I See footnote Class A Common Stock 2022-05-16 4 S 0 4548 61.5856 D 8170 I See footnote Class A Common Stock 2022-05-16 4 S 0 5970 62.5742 D 2200 I See footnote Class A Common Stock 2022-05-16 4 S 0 1800 63.4446 D 400 I See footnote Class A Common Stock 2022-05-16 4 S 0 400 64.3629 D 0 I See footnote Class B Common Stock 2022-05-13 4 C 0 52384 0.00 D Class A Common Stock 52384 17387659 I See footnote Class B Common Stock 2022-05-16 4 C 0 52384 0.00 D Class A Common Stock 52384 17335275 I See footnote Class B Common Stock Class A Common Stock 491031 491031 I See footnote Class B Common Stock Class A Common Stock 4000000 4000000 I See footnote Class B Common Stock Class A Common Stock 4000000 4000000 I See footnote Class B Common Stock Class A Common Stock 6569442 6569442 I See footnote Class B Common Stock Class A Common Stock 1060000 1060000 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 30, 2021. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.57 to $61.495, 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) through (18) 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 $61.735 to $62.69, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.79 to $63.78, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.79 to $64.78, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.79 to $65.785, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.79 to $66.785, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.79 to $67.44, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.02 to $58.015, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.02 to $59.015, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.02 to $60.015, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.02 to $61.015, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.02 to $62.01, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.045 to $63.04, inclusive The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.055 to $64.025, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.19 to $64.47, inclusive. Of the reported shares, 1,333,334 vest in 16 months beginning on June 13, 2022. The shares are held of record by The Matthew Prince 2020 Annuity Trust dated May 20, 2020, for which the reporting person serves as co-trustee and investment advisor. The shares are held of record by The Matthew Prince 2021 Grantor Retained Annuity Trust #1 UA 5/25/2021, for which the reporting person serves as co-trustee and investment advisor. The shares are held of record by The Matthew Prince 2021 Grantor Retained Annuity Trust #2 UA 8/13/2021, for which the reporting person serves as co-trustee and investment advisor. 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 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 2022-05-17