0000899243-21-020994.txt : 20210527 0000899243-21-020994.hdr.sgml : 20210527 20210527205602 ACCESSION NUMBER: 0000899243-21-020994 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210525 FILED AS OF DATE: 20210527 DATE AS OF CHANGE: 20210527 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zatlyn Michelle CENTRAL INDEX KEY: 0001786951 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39039 FILM NUMBER: 21975473 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 2021-05-25 0 0001477333 Cloudflare, Inc. NET 0001786951 Zatlyn Michelle C/O CLOUDFLARE, INC. 101 TOWNSEND STREET SAN FRANCISCO CA 94107 1 1 0 0 President and COO Class A Common Stock 2021-05-25 4 C 0 27775 A 27775 I See footnote Class A Common Stock 2021-05-25 4 S 0 19464 79.5296 D 8311 I See footnote Class A Common Stock 2021-05-25 4 S 0 8311 80.2125 D 0 I See footnote Class A Common Stock 2021-05-25 4 C 0 5555 A 5555 I See footnote Class A Common Stock 2021-05-25 4 S 0 3886 79.5291 D 1669 I See footnote Class A Common Stock 2021-05-25 4 S 0 1669 80.2107 D 0 I See footnote Class A Common Stock 2021-05-26 4 C 0 27775 A 27775 I See footnote Class A Common Stock 2021-05-26 4 S 0 26036 79.9798 D 1739 I See footnote Class A Common Stock 2021-05-26 4 S 0 1739 80.6503 D 0 I See footnote Class A Common Stock 2021-05-26 4 C 0 5555 A 5555 I See footnote Class A Common Stock 2021-05-26 4 S 0 5205 79.9794 D 350 I See footnote Class A Common Stock 2021-05-26 4 S 0 350 80.651 D 0 I See footnote Class A Common Stock 2021-05-27 4 C 0 27775 A 27775 I See footnote Class A Common Stock 2021-05-27 4 S 0 2369 78.8353 D 25406 I See footnote Class A Common Stock 2021-05-27 4 S 0 6921 79.8364 D 18485 I See footnote Class A Common Stock 2021-05-27 4 S 0 2172 80.702 D 16313 I See footnote Class A Common Stock 2021-05-27 4 S 0 4584 81.7961 D 11729 I See footnote Class A Common Stock 2021-05-27 4 S 0 11729 82.5869 D 0 I See footnote Class A Common Stock 2021-05-27 4 C 0 5555 A 5555 I See footnote Class A Common Stock 2021-05-27 4 S 0 480 78.8369 D 5075 I See footnote Class A Common Stock 2021-05-27 4 S 0 1378 79.8358 D 3697 I See footnote Class A Common Stock 2021-05-27 4 S 0 428 80.6994 D 3269 I See footnote Class A Common Stock 2021-05-27 4 S 0 923 81.7951 D 2346 I See footnote Class A Common Stock 2021-05-27 4 S 0 2346 82.5869 D 0 I See footnote Class B Common Stock 2021-05-25 5 G 0 E 631622 0.00 D Class A Common Stock 631622 0 I See footnote Class B Common Stock 2021-05-25 5 G 0 E 631622 0.00 A Class A Common Stock 631622 1765156 I See footnote Class B Common Stock 2021-05-25 4 C 0 27775 0.00 D Class A Common Stock 27775 4530788 I See footnote Class B Common Stock 2021-05-25 4 C 0 5555 0.00 D Class A Common Stock 5555 1759601 I See footnote Class B Common Stock 2021-05-26 4 C 0 27775 0.00 D Class A Common Stock 27775 4503013 I See footnote Class B Common Stock 2021-05-26 4 C 0 5555 0.00 D Class A Common Stock 5555 1754046 I See footnote Class B Common Stock 2021-05-27 4 C 0 27775 0.00 D Class A Common Stock 27775 4475238 I See footnote Class B Common Stock 2021-05-27 4 C 0 5555 0.00 D Class A Common Stock 5555 1748491 I See footnote Class B Common Stock Class A Common Stock 294275 294275 I See footnote Class B Common Stock Class A Common Stock 2000000 2000000 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 Sutherland/Zatlyn Revocable Trust dated November 17, 2016, for which the reporting person serves as co-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 11, 2020. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.96 to $79.95, 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) and (5) and (7) through (13) 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 $79.96 to $80.69, inclusive. The shares are held of record by The Sutherland/Zatlyn Irrevocable Remainder Trust dated December 15, 2017, for which the reporting person serves as co-trustee. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.48 to $80.47, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.51 to $80.90, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.23 to $79.22, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.23 to $80.22, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.25 to $81.24, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.25 to $82.24, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.25 to $82.97, inclusive. Excludes 49,120 shares previously reported as held directly by The Sutherland/Zatlyn 2019 Annuity Trust dated February 28, 2019, for which the reporting person serves as co-trustee (the "2019 Annuity Trust"), which were re-registered on May 25, 2021 and are now held directly by the Revocable Trust. The shares are held of record by the 2019 Annuity Trust. Includes 49,120 shares previously reported as held directly by the 2019 Annuity Trust which were re-registered on May 25, 2021 and are now held directly by the Revocable Trust. Excludes 2,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on May 25, 2021 and are now held directly by The Sutherland/Zatlyn 2021 Annuity Trust dated May 22, 2021, for which the reporting person serves as co-trustee (the "2021 Annuity Trust"). The shares are held of record by SZ 2020 Irrevocable Trust dated November 25, 2020, for which the reporting person serves as an investment advisor. Includes 2,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on May 25, 2021 and are now held directly by the 2021 Annuity Trust. /s/ Lindsey Cochran, by power of attorney 2021-05-27