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Home > Insider Trading > Filing (0000899243-22-030973)

Filing Details

Accession Number:
0000899243-22-030973
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-09-13 20:14:46
Reporting Period:
2022-09-09
Accepted Time:
2022-09-13 20:14:46
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1477333 Cloudflare Inc. NET Services-Prepackaged Software (7372) 270805829
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1786925 Matthew Prince C/O Cloudflare, Inc.
106 E. 6Th Street, Suite 350
Austin TX 78701		 Ceo & Chair Of The Board Yes Yes Yes No
Reported Non-Derivative Transactions
Show Other Fields >>
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2022-09-09 52,384 $0.00 52,384 No 4 C Indirect See footnote
Class A Common Stock Disposition 2022-09-09 4,169 $64.29 48,215 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-09 7,596 $65.39 40,619 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-09 33,655 $66.14 6,964 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-09 6,964 $66.88 0 No 4 S Indirect See footnote
Class A Common Stock Acquisiton 2022-09-12 52,384 $0.00 52,384 No 4 C Indirect See footnote
Class A Common Stock Disposition 2022-09-12 9,713 $64.85 42,671 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-12 20,845 $65.71 21,826 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-12 21,826 $66.62 0 No 4 S Indirect See footnote
Class A Common Stock Acquisiton 2022-09-13 52,384 $0.00 52,384 No 4 C Indirect See footnote
Class A Common Stock Disposition 2022-09-13 13,955 $59.83 38,429 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-13 25,416 $60.53 13,013 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-13 12,613 $61.41 400 No 4 S Indirect See footnote
Class A Common Stock Disposition 2022-09-13 400 $62.24 0 No 4 S Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 C Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 C Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
No 4 S Indirect See footnote
Reported Derivative Transactions
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Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class B Common Stock Disposition 2022-09-09 52,384 $0.00 52,384 $0.00
Class A Common Stock Class B Common Stock Disposition 2022-09-12 52,384 $0.00 52,384 $0.00
Class A Common Stock Class B Common Stock Disposition 2022-09-13 52,384 $0.00 52,384 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
16,811,435 No 4 C Indirect
16,759,051 No 4 C Indirect
16,706,667 No 4 C Indirect
Reported Derivative Holdings
Show Other Fields >>
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Class B Common Stock $0.00 0 0 Indirect
Class A Common Stock Class B Common Stock $0.00 1,741,355 1,741,355 Indirect
Class A Common Stock Class B Common Stock $0.00 377,772 377,772 Indirect
Class A Common Stock Class B Common Stock $0.00 6,928,408 6,928,408 Indirect
Class A Common Stock Class B Common Stock $0.00 1,060,000 1,060,000 Indirect
Class A Common Stock Class B Common Stock $0.00 6,012,938 6,012,938 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
0 0 Indirect
1,741,355 1,741,355 Indirect
377,772 377,772 Indirect
6,928,408 6,928,408 Indirect
1,060,000 1,060,000 Indirect
6,012,938 6,012,938 Indirect
Footnotes
  1. 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.
  2. 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").
  3. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2021.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.725 to $64.72, 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 (14) to this Form 4.
  5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.73 to $65.725, inclusive.
  6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.73 to $66.725, inclusive.
  7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.73 to $67.08, inclusive.
  8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.26 to $65.25, inclusive.
  9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.26 to $66.255, inclusive.
  10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.26 to $67.055, inclusive.
  11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.08 to $60.075, inclusive.
  12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.08 to $61.07, inclusive.
  13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.08 to $62.07, inclusive.
  14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.095 to $62.45, inclusive.
  15. Of the reported shares, 1,083,334 vest in 13 months beginning on September 13, 2022.
  16. Includes (i) 132,065 shares previously reported as held directly by The Matthew Prince 2020 Annuity Trust dated May 20, 2020, for which the reporting person serves as co-trustee and investment advisor (the "2020 Annuity Trust") which were re-registered on August 22, 2022 and are now held directly by the Revocable Trust; (ii) 2,258,645 shares previously reported as held directly by The Matthew Prince 2021 Grantor Retained Annuity Trust #1 UA 5/25/2021, for which the reporting person serves as co-trustee and investment advisor ("2021 GRAT #1") which were re-registered on August 22, 2022 and are now held directly by the Revocable Trust and (iii) 3,622,228 shares previously reported as held directly by The Matthew Prince 2021 Grantor Retained Annuity Trust #2 UA 8/13/2021, for which the reporting person serves as co-trustee and investment advisor (the "2021 GRAT #2") which were re-registered on August 22, 2022 and are now held directly by the Revocable Trust.
  17. Excludes 6,012,938 shares previously reported as held directly by the Revocable Trust which were re-registered on August 22, 2022 and are now held directly by The Matthew Prince 2022 Grantor Retained Annuity Trust UA 8/12/2022, for which the reporting person serves co-trustee and investment advisor (the "2022 GRAT").
  18. Excludes (i) 132,065 shares previously reported as held directly by the 2020 Annuity Trust which were re-registered on August 22, 2022 and are now held directly by the Revocable Trust and (ii) 358,966 shares previously reported as held directly by the 2020 Annuity Trust which were re-registered on August 22, 2022 and are now held directly by The Prince Family Nonexempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor (the "2016 Nonexempt Irrevocable Trust").
  19. The shares are held of record by the 2020 Annuity Trust.
  20. Excludes 2,258,645 shares previously reported as held directly by the 2021 GRAT #1 which were re-registered on August 22, 2022 and are now held directly by the Revocable Trust.
  21. The shares are held of record by the 2021 GRAT #1.
  22. Excludes 3,622,228 shares previously reported as held directly by the 2021 GRAT #2 which were re-registered on August 22, 2022 and are now held directly by the Revocable Trust.
  23. The shares are held of record by the 2021 GRAT #2.
  24. Includes 358,966 shares previously reported as held directly by the 2020 Annuity Trust which were re-registered on August 22, 2022 and are now held directly by the 2016 Nonexempt Irrevocable Trust.
  25. The shares are held of record by the 2016 Nonexempt Irrevocable Trust.
  26. 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.
  27. Consists of 6,012,938 shares previously reported as held directly by the Revocable Trust which were re-registered on August 22, 2022 and are now held directly by the 2022 GRAT.
  28. The shares are held of record by the 2022 GRAT.
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