Matthew Prince - 20 Oct 2021 Form 4 Insider Report for Cloudflare, Inc. (NET)

Signature
/s/ Lindsey Cochran, by power of attorney
Issuer symbol
NET
Transactions as of
20 Oct 2021
Net transactions value
-$9,100,424
Form type
4
Filing time
22 Oct 2021, 16:37:41 UTC
Previous filing
20 Oct 2021
Next filing
19 Nov 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 +52,385 52,385 20 Oct 2021 See footnote F1, F2
transaction NET Class A Common Stock Sale $169,056 -1,000 -1.9% $169.06 51,385 20 Oct 2021 See footnote F2, F3, F4
transaction NET Class A Common Stock Sale $454,800 -2,671 -5.2% $170.27 48,714 20 Oct 2021 See footnote F2, F3, F5
transaction NET Class A Common Stock Sale $1,292,584 -7,544 -15% $171.34 41,170 20 Oct 2021 See footnote F2, F3, F6
transaction NET Class A Common Stock Sale $1,036,849 -6,017 -15% $172.32 35,153 20 Oct 2021 See footnote F2, F3, F7
transaction NET Class A Common Stock Sale $950,154 -5,477 -16% $173.48 29,676 20 Oct 2021 See footnote F2, F3, F8
transaction NET Class A Common Stock Sale $2,266,752 -12,998 -44% $174.39 16,678 20 Oct 2021 See footnote F2, F3, F9
transaction NET Class A Common Stock Sale $1,635,649 -9,329 -56% $175.33 7,349 20 Oct 2021 See footnote F2, F3, F10
transaction NET Class A Common Stock Sale $1,294,578 -7,349 -100% $176.16 0 20 Oct 2021 See footnote F2, F3, F11

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 -52,385 -0.28% $0.000000 18,440,068 20 Oct 2021 Class A Common Stock 52,385 See footnote F1, F2, F12
holding NET Class B Common Stock 491,031 20 Oct 2021 Class A Common Stock 491,031 See footnote F1, F13
holding NET Class B Common Stock 4,000,000 20 Oct 2021 Class A Common Stock 4,000,000 See footnote F1, F14
holding NET Class B Common Stock 4,000,000 20 Oct 2021 Class A Common Stock 4,000,000 See footnote F1, F15
holding NET Class B Common Stock 6,569,442 20 Oct 2021 Class A Common Stock 6,569,442 See footnote F1, F16
holding NET Class B Common Stock 1,060,000 20 Oct 2021 Class A Common Stock 1,060,000 See footnote F1, F17
* 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.
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 $168.36 to $169.35, 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 (11) 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 $169.83 to $170.82, inclusive.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.845 to $171.82, inclusive.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.86 to $172.835, inclusive.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.86 to $173.84, inclusive.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.86 to $174.85, inclusive.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.86 to $175.85, inclusive.
F11 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.86 to $176.52, inclusive.
F12 Of the reported shares, 1,916,667 vest in 23 months beginning on November 13, 2021.
F13 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.
F14 The shares are held of record 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.
F15 The shares are held of record 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.
F16 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.
F17 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.