0000899243-22-014698.txt : 20220413
0000899243-22-014698.hdr.sgml : 20220413
20220413164704
ACCESSION NUMBER: 0000899243-22-014698
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220411
FILED AS OF DATE: 20220413
DATE AS OF CHANGE: 20220413
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: 22825167
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
2022-04-11
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
2022-04-11
4
C
0
41028
A
41028
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
960
104.7867
D
40068
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
1522
105.7563
D
38546
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
3216
106.9361
D
35330
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
4613
108.0038
D
30717
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
10126
109.0289
D
20591
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
17549
109.8521
D
3042
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
3042
110.6832
D
0
I
See footnote
Class A Common Stock
2022-04-11
4
C
0
10256
A
10256
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
240
104.7867
D
10016
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
378
105.7573
D
9638
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
803
106.9362
D
8835
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
1157
108.0028
D
7678
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
2584
109.0369
D
5094
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
4365
109.8605
D
729
I
See footnote
Class A Common Stock
2022-04-11
4
S
0
729
110.6925
D
0
I
See footnote
Employee Stock Option (right to buy)
2.04
2022-04-11
4
M
0
41028
0.00
D
2027-08-07
Class B Common Stock
41028
3958972
D
Class B Common Stock
2022-04-11
4
M
0
41028
0.00
A
Class A Common Stock
41028
41028
D
Class B Common Stock
2022-04-11
4
C
0
41028
0.00
D
Class A Common Stock
41028
0
D
Class B Common Stock
2022-04-11
4
C
0
10256
0.00
D
Class A Common Stock
10256
1566028
I
See footnote
Class B Common Stock
Class A Common Stock
3716213
3716213
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 29, 2021.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.31 to $105.28, 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 (10) and (12) through (14) 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 $105.345 to $106.30, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.42 to $107.38, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.42 to $108.41, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.42 to $109.41, inclusive
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.42 to $110.41, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.42 to $111.20, inclusive.
The shares are held of record by The SZ 2021 Irrevocable Trust dated November 6, 2021, for which the reporting person serves as the appointer.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.43 to $109.425, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.43 to $110.425, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.43 to $111.20, inclusive.
The option is subject to an early exercise provision and is immediately exercisable. Shares subject to the option vest in 48 equal monthly installments following September 13, 2019.
Upon the conversion of the shares of Class B Common Stock to Class A Common Stock, the shares were re-registered and are now held directly by the Revocable 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.
The shares are held of record by The Sutherland/Zatlyn 2021 Annuity Trust dated May 22, 2021, for which the reporting person serves as co-trustee.
/s/ Lindsey Cochran, by power of attorney
2022-04-13