0000950170-24-019629.txt : 20240223 0000950170-24-019629.hdr.sgml : 20240223 20240223201954 ACCESSION NUMBER: 0000950170-24-019629 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240221 FILED AS OF DATE: 20240223 DATE AS OF CHANGE: 20240223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prince Matthew CENTRAL INDEX KEY: 0001786925 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39039 FILM NUMBER: 24673279 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] ORGANIZATION NAME: 06 Technology 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 ownership.xml 4 X0508 4 2024-02-21 0001477333 Cloudflare, Inc. NET 0001786925 Prince Matthew C/O CLOUDFLARE, INC., 405 COMAL STREET AUSTIN TX 78702 true true true false CEO & Chair of the Board true Class A Common Stock 2024-02-21 4 C false 52384 A 64567 I See footnote Class A Common Stock 2024-02-21 4 S false 30602 94.2532 D 33965 I See footnote Class A Common Stock 2024-02-21 4 S false 21782 95.0661 D 12183 I See footnote Class A Common Stock 2024-02-22 4 C false 52384 A 64567 I See footnote Class A Common Stock 2024-02-22 4 S false 4580 98.1015 D 59987 I See footnote Class A Common Stock 2024-02-22 4 S false 45204 99.2464 D 14783 I See footnote Class A Common Stock 2024-02-22 4 S false 2600 99.6999 D 12183 I See footnote Class A Common Stock 2024-02-23 4 C false 52384 A 64567 I See footnote Class A Common Stock 2024-02-23 4 S false 16490 98.0505 D 48077 I See footnote Class A Common Stock 2024-02-23 4 S false 28594 98.7533 D 19483 I See footnote Class A Common Stock 2024-02-23 4 S false 5000 100.018 D 14483 I See footnote Class A Common Stock 2024-02-23 4 S false 2200 100.9942 D 12283 I See footnote Class A Common Stock 2024-02-23 4 S false 100 101.50 D 12183 I See footnote Class A Common Stock 230612 D Class B Common Stock 2024-02-21 4 C false 52384 0 D Class A Common Stock 52384 11884394 I See footnote Class B Common Stock 2024-02-22 4 C false 52384 0 D Class A Common Stock 52384 11832010 I See footnote Class B Common Stock 2024-02-23 4 C false 52384 0 D Class A Common Stock 52384 11779626 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 2478738 2478738 I See footnote Class B Common Stock Class A Common Stock 4000000 4000000 I See footnote Class B Common Stock Class A Common Stock 3900000 3900000 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 "Revocable Trust"). The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 29, 2022. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.74 to $94.73, 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 (12) 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 $94.74 to $95.715, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.61 to $98.58, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.61 to $99.60, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.61 to $99.85, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.37 to $98.36, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.37 to $99.17, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.47 to $100.46, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.50 to $101.325, inclusive. 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 as co-trustee and investment advisor. The shares are held of record by The Matthew Prince 2023 Grantor Retained Annuity Trust UA 05/22/2023, for which the reporting person serves as co-trustee and investment advisor. The shares are held of record by The Matthew Prince 2023 Grantor Retained Annuity Trust 2 UA 08/14/2023, for which the reporting person serves as co-trustee and investment advisor. /s/ Lindsey Cochran, by power of attorney 2024-02-23