0001209191-21-034440.txt : 20210520
0001209191-21-034440.hdr.sgml : 20210520
20210520164149
ACCESSION NUMBER: 0001209191-21-034440
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210518
FILED AS OF DATE: 20210520
DATE AS OF CHANGE: 20210520
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SANDELL SCOTT D
CENTRAL INDEX KEY: 0001237289
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39039
FILM NUMBER: 21945040
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
2021-05-18
0
0001477333
Cloudflare, Inc.
NET
0001237289
SANDELL SCOTT D
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
1
0
0
0
Class A Common Stock
2021-05-18
4
C
0
4250000
A
7013583
I
See Note 3
Class A Common Stock
2021-05-18
4
J
0
4250000
0.00
D
2763583
I
See Note 3
Class A Common Stock
2021-05-18
4
J
0
1304750
0.00
A
1304750
I
See Note 6
Class A Common Stock
2021-05-18
4
J
0
1304750
0.00
D
0
I
See Note 6
Class A Common Stock
2021-05-18
4
J
0
34983
0.00
A
350078
I
See Note 9
Class A Common Stock
37000
I
See Note 10
Class B Common Stock
2021-05-18
4
C
0
4250000
0.00
D
Class A Common Stock
4250000
2857888
I
See Note 3
New Enterprise Associates 13, L.P. ("NEA 13") converted 4,250,000 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 4,250,000 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 Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of NEA 13, which is 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 securities of the Issuer held by NEA 13 in which the Reporting Person has no pecuniary interest.
NEA 13 made a pro rata distribution for no consideration of an aggregate of 4,250,000 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on May 18, 2021.
NEA Partners 13 received 1,304,750 shares of Class A Common Stock of the Issuer in the distribution by NEA 13 on May 18, 2021.
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 securities of the Issuer held by NEA Partners 13 in which the Reporting Person has no pecuniary interest.
NEA Partners 13 made a pro rata distribution for no consideration of an aggregate of 1,304,750 shares of Class A Common Stock of the Issuer to its limited partners on May 18, 2021.
The Reporting Person, as trustee of the Blue Mountain Trust, dated April 29, 2019 (the "Blue Mountain Trust"), received 34,983 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on May 18, 2021.
The Reporting Person is the trustee of the Blue Mountain Trust, which is 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, of such portion of the securities of the Issuer held by the Blue Mountain Trust in which the Reporting Person has no pecuniary interest.
The Reporting Person is the trustee of the Pendleton 2020 GRAT, which is the direct beneficial owner of the shares.
/s/ Sasha Keough, attorney-in-fact
2021-05-20