Matthew Prince - 14 Jun 2021 Form 4 Insider Report for Cloudflare, Inc. (NET)

Signature
/s/ Lindsey Cochran, by power of attorney
Issuer symbol
NET
Transactions as of
14 Jun 2021
Net transactions value
-$14,862,801
Form type
4
Filing time
16 Jun 2021, 20:52:04 UTC
Previous filing
21 May 2021
Next filing
19 Jul 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NET Class A Common Stock Conversion of derivative security +52,384 52,384 14 Jun 2021 See footnote F1, F2
transaction NET Class A Common Stock Sale $329,940 -3,500 -6.7% $94.27 48,884 14 Jun 2021 See footnote F2, F3, F4
transaction NET Class A Common Stock Sale $2,565,804 -26,981 -55% $95.10 21,903 14 Jun 2021 See footnote F2, F3, F5
transaction NET Class A Common Stock Sale $1,390,844 -14,492 -66% $95.97 7,411 14 Jun 2021 See footnote F2, F3, F6
transaction NET Class A Common Stock Sale $718,121 -7,411 -100% $96.90 0 14 Jun 2021 See footnote F2, F3, F7
transaction NET Class A Common Stock Conversion of derivative security +52,384 52,384 15 Jun 2021 See footnote F1, F2
transaction NET Class A Common Stock Sale $3,363,923 -35,910 -69% $93.68 16,474 15 Jun 2021 See footnote F2, F3, F8
transaction NET Class A Common Stock Sale $1,260,524 -13,324 -81% $94.61 3,150 15 Jun 2021 See footnote F2, F3, F9
transaction NET Class A Common Stock Sale $300,487 -3,150 -100% $95.39 0 15 Jun 2021 See footnote F2, F3, F10
transaction NET Class A Common Stock Conversion of derivative security +52,385 52,385 16 Jun 2021 See footnote F1, F2
transaction NET Class A Common Stock Sale $596,127 -6,400 -12% $93.14 45,985 16 Jun 2021 See footnote F2, F3, F11
transaction NET Class A Common Stock Sale $2,548,025 -27,108 -59% $94.00 18,877 16 Jun 2021 See footnote F2, F3, F12
transaction NET Class A Common Stock Sale $1,789,007 -18,877 -100% $94.77 0 16 Jun 2021 See footnote F2, F3, F13

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NET Class B Common Stock Conversion of derivative security $0 -52,384 -0.23% $0.000000 22,956,918 14 Jun 2021 Class A Common Stock 52,384 See footnote F1, F2, F14, F15
transaction NET Class B Common Stock Conversion of derivative security $0 -52,384 -0.23% $0.000000 22,904,534 15 Jun 2021 Class A Common Stock 52,384 See footnote F1, F2, F15
transaction NET Class B Common Stock Conversion of derivative security $0 -52,385 -0.23% $0.000000 22,852,149 16 Jun 2021 Class A Common Stock 52,385 See footnote F1, F2, F15
holding NET Class B Common Stock 2,787,450 14 Jun 2021 Class A Common Stock 2,787,450 See footnote F1, F16
holding NET Class B Common Stock 552,665 14 Jun 2021 Class A Common Stock 552,665 Se footnote F1, F17
holding NET Class B Common Stock 4,000,000 14 Jun 2021 Class A Common Stock 4,000,000 See footnote F1, F18
holding NET Class B Common Stock 3,942,717 14 Jun 2021 Class A Common Stock 3,942,717 See footnote F1, F19
holding NET Class B Common Stock 1,060,000 14 Jun 2021 Class A Common Stock 1,060,000 See footnote F1, F20
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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").
F3 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.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.53 to $94.52, 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 (13) to this Form 4.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.53 to $95.525, inclusive.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.53 to $96.52, inclusive.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.53 to $97.29, inclusive.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.20 to $94.195, inclusive.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.20 to $95.18, inclusive.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.20 to $95.78, inclusive.
F11 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.49 to $93.48, inclusive.
F12 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.49 to $94.48, inclusive.
F13 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.49 to $95.17, inclusive.
F14 Excludes 4,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on May 27, 2021 and are now 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 (the "2021 GRAT").
F15 Of the reported shares, 2,250,000 vest in 27 months beginning on July 13, 2021.
F16 The shares are held of record by The Matthew Prince 2019 Annuity Trust dated May 22, 2019, for which the reporting person serves as co-trustee and investment advisor.
F17 The shares are held of record by The Matthew Prince 2020 Annuity Trust dated May 20, 2020, for which the reporting person serves as co-trustee and investment advisor.
F18 Includes 4,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on May 27, 2021 and are now held directly by the 2021 GRAT.
F19 The shares are held of record by The Prince Family Nonexempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor.
F20 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.