0000899243-22-035788.txt : 20221114 0000899243-22-035788.hdr.sgml : 20221114 20221114210529 ACCESSION NUMBER: 0000899243-22-035788 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221110 FILED AS OF DATE: 20221114 DATE AS OF CHANGE: 20221114 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: 221389006 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 2022-11-10 0 0001477333 Cloudflare, Inc. NET 0001786925 Prince Matthew C/O CLOUDFLARE, INC. 106 E. 6TH STREET, SUITE 500 AUSTIN TX 78701 1 1 1 0 CEO & Chair of the Board Class A Common Stock 2022-11-10 4 C 0 52384 A 52384 I See footnote Class A Common Stock 2022-11-10 4 S 0 3900 43.1147 D 48484 I See footnote Class A Common Stock 2022-11-10 4 S 0 1100 44.1082 D 47384 I See footnote Class A Common Stock 2022-11-10 4 S 0 10852 45.3563 D 36532 I See footnote Class A Common Stock 2022-11-10 4 S 0 28195 46.0856 D 8337 I See footnote Class A Common Stock 2022-11-10 4 S 0 8337 47.13 D 0 I See footnote Class A Common Stock 2022-11-11 4 C 0 52384 A 52384 I See footnote Class A Common Stock 2022-11-11 4 S 0 2430 47.0878 D 49954 I See footnote Class A Common Stock 2022-11-11 4 S 0 4229 48.4922 D 45725 I See footnote Class A Common Stock 2022-11-11 4 S 0 3295 49.1369 D 42430 I See footnote Class A Common Stock 2022-11-11 4 S 0 2205 50.3318 D 40225 I See footnote Class A Common Stock 2022-11-11 4 S 0 13877 51.5875 D 26348 I See footnote Class A Common Stock 2022-11-11 4 S 0 14965 52.6226 D 11383 I See footnote Class A Common Stock 2022-11-11 4 S 0 11383 53.3441 D 0 I See footnote Class A Common Stock 2022-11-14 4 C 0 79030 A 79030 I See footnote Class A Common Stock 2022-11-14 5 G 0 E 26646 0.00 D 52384 I See footnote Class A Common Stock 2022-11-14 4 S 0 4702 51.9344 D 47682 I See footnote Class A Common Stock 2022-11-14 4 S 0 30280 52.6465 D 17402 I See footnote Class A Common Stock 2022-11-14 4 S 0 17402 53.5789 D 0 I See footnote Class B Common Stock 2022-11-10 4 C 0 52384 0.00 D Class A Common Stock 52384 16497131 I See footnote Class B Common Stock 2022-11-11 4 C 0 52384 0.00 D Class A Common Stock 52384 16444747 I See footnote Class B Common Stock 2022-11-14 4 C 0 79030 0.00 D Class A Common Stock 79030 16365717 I See footnote Class B Common Stock Class A Common Stock 1741355 1741355 I See footnote Class B Common Stock Class A Common Stock 377772 377772 I See footnote Class B Common Stock Class A Common Stock 6928408 6928408 I See footnote Class B Common Stock Class A Common Stock 1060000 1060000 I See footnote Class B Common Stock Class A Common Stock 6012938 6012938 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 $42.58 to $43.56, 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 $43.60 to $44.55, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.72 to $45.70, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.725 to $46.66, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.73 to $47.355, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.74 to $47.615, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.875 to $48.83, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.875 to $49.865, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.89 to $50.765, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.99 to $51.985, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.99 to $52.98, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.00 to $53.71, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.20 to $52.195, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.205 to $53.20, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.205 to $53.96, inclusive. Of the reported shares, 916,667 vest in 11 months beginning on November 13, 2022. 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. The shares are held of record by The Matthew Prince 2022 Grantor Retained Annuity Trust UA 8/12/2022, for which the reporting person serves co-trustee and investment advisor. /s/ Lindsey Cochran, by power of attorney 2022-11-14