Scott D. Sandell - Jun 3, 2021 Form 4 Insider Report for Cloudflare, Inc. (NET)

Role
Director
Signature
/s/ Sasha Keough, attorney-in-fact
Stock symbol
NET
Transactions as of
Jun 3, 2021
Transactions value $
$0
Form type
4
Date filed
6/4/2021, 06:57 PM
Previous filing
May 26, 2021
Next filing
Jun 10, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NET Class A Common Stock Award $0 +2.44K +36.86% $0.00 9.06K Jun 3, 2021 Direct F1, F2
holding NET Class A Common Stock 2.76M Jun 3, 2021 See Note 3 F3
holding NET Class A Common Stock 350K Jun 3, 2021 See Note 4 F4
holding NET Class A Common Stock 37K Jun 3, 2021 See Note 5 F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents an automatic annual restricted stock unit, or RSU, award issued pursuant to the Issuer's Outside Director Compensation Policy. The RSUs vest on the earlier of (i) June 3, 2022 or (ii) the day prior to the date of the Issuer's next annual meeting of stockholders.
F2 Includes 6,622 shares underlying an RSU award that vested on June 2, 2021. The RSU award and underlying shares were originally reported on a Form 4 filed on June 3, 2020, but the holding was inadvertently omitted from subsequently filed Form 4s.
F3 The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by NEA 13 in which the Reporting Person has no pecuniary interest.
F4 The Reporting Person is the trustee of the Blue Mountain Trust dated April 29, 2019 (the "Blue Mountain Trust"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, of such portion of the securities of the Issuer held by the Blue Mountain Trust in which the Reporting Person has no pecuniary interest.
F5 The Reporting Person is the trustee of the Pendleton 2020 GRAT, which is the direct beneficial owner of the shares.