0001209191-20-058267.txt : 20201113
0001209191-20-058267.hdr.sgml : 20201113
20201113160009
ACCESSION NUMBER: 0001209191-20-058267
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201111
FILED AS OF DATE: 20201113
DATE AS OF CHANGE: 20201113
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KERINS PATRICK J
CENTRAL INDEX KEY: 0001235112
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39039
FILM NUMBER: 201311327
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
2020-11-11
1
0001477333
Cloudflare, Inc.
NET
0001235112
KERINS PATRICK J
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
0
0
1
0
Class A Common Stock
2020-11-11
4
C
0
13161963
A
15925546
I
See Note 3
Class A Common Stock
2020-11-11
4
J
0
13161963
0.00
D
2763583
I
See Note 3
Class A Common Stock
2020-11-11
4
J
0
4040723
0.00
A
4040723
I
See Note 6
Class A Common Stock
2020-11-11
4
J
0
4040723
0.00
D
0
I
See Note 6
Class A Common Stock
2020-11-11
4
J
0
203454
0.00
A
203454
D
Class B Common Stock
2020-11-11
4
C
0
13161963
0.00
D
Class A Common Stock
13161963
10398379
I
See Note 3
New Enterprise Associates 13, L.P. ("NEA 13") converted 13,161,963 shares of Class B Common Stock at its option, pursuant to the Issuer's Amended and Restated Certificate of Incorporation, resulting in its acquisition of 13,161,963 shares of Class A Common Stock.
Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at NEA 13's election and has no expiration date.
The shares are directly held by NEA 13 and are indirectly held by NEA Partners 13, L.P. ("NEA Partners 13"), the sole general partner of NEA 13, NEA 13 GP, LTD ("NEA 13 LTD"), the sole general partner of NEA Partners 13 and each of the individual directors of NEA 13 LTD (the NEA Partners 13, NEA 13 LTD and the individual directors of NEA 13 LTD (collectively, "Directors") together, the "NEA 13 Indirect Reporting Persons"). The Directors of NEA 13 LTD are Forest Baskett, Patrick J. Kerins and Scott D. Sandell. The NEA 13 Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 shares in which the NEA 13 Indirect Reporting Persons have no pecuniary interest.
NEA 13 made a pro rata distribution for no consideration of an aggregate of 13,161,963 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on November 11, 2020.
NEA Partners 13 received 4,040,723 shares of Class A Common Stock of the Issuer in the distribution by NEA 13 on November 11, 2020.
The Reporting Person is a director of NEA 13 LTD, which is the sole general partner of NEA Partners 13, the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA Partners 13 shares in which the Reporting Person has no pecuniary interest.
NEA Partners 13 made a pro rata distribution for no consideration of an aggregate of 4,040,723 shares of Class A Common Stock of the Issuer to its limited partners on November 11, 2020.
The Reporting Person received 203,454 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on November 11, 2020.
/s/ Sasha Keough, attorney-in-fact
2020-11-13