Form Type: 4

SEC EDGAR Link
Accession Number:0000899243-21-046257
Date:2021-11-24
Issuer: CLOUDFLARE, INC. (NET)
Original Submission Date:

Reporting Person:

ZATLYN MICHELLE
C/O CLOUDFLARE, INC.
101 TOWNSEND STREET SAN FRANCISCO, CA 94107

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2021-11-24 C 5,555 a $0.00 5,555 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 121 d $181.10 5,434 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 252 d $181.93 5,182 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 165 d $183.31 5,017 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 55 d $183.75 4,962 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 48 d $185.56 4,914 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 87 d $186.54 4,827 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 98 d $187.42 4,729 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 316 d $189.23 4,413 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 143 d $190.16 4,270 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 91 d $191.57 4,179 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 521 d $192.37 3,658 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 789 d $193.79 2,869 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 888 d $194.75 1,981 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 777 d $195.69 1,204 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 782 d $196.71 422 indirect f2
CLASS A COMMON STOCK 2021-11-24 S 422 d $197.63 0 indirect f2
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B COMMON STOCK 0.0 2021-11-24 deemed execution date C 5,555 (d) class a common stock 5,555 $0.00 1,648,501 indirect see footnote
CLASS B COMMON STOCK 0.0 deemed execution date 0 ( ) class a common stock 3,966,188 $0.00 3,966,188 indirect see footnote
CLASS B COMMON STOCK 0.0 deemed execution date 0 ( ) class a common stock 294,275 $0.00 294,275 indirect see footnote
CLASS B COMMON STOCK 0.0 deemed execution date 0 ( ) class a common stock 2,000,000 $0.00 2,000,000 indirect see footnote
Footnotes
IDfootnote
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 sutherland/zatlyn irrevocable remainder trust dated december 15, 2017, for which the reporting person serves as co-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 $180.58 to $181.57, 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 (19) 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 $181.62 to $182.61, inclusive.
f6 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $182.66 to $183.60, inclusive.
f7 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $183.67 to $183.81, inclusive.
f8 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.015 to $185.88, inclusive.
f9 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.11 to $187.08, inclusive.
f10 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $187.16 to $187.78, inclusive.
f11 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $188.77 to $189.70, inclusive.
f12 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $189.80 to $190.77, inclusive.
f13 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $190.84 to $191.83, inclusive.
f14 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $191.88 to $192.85, inclusive.
f15 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $193.20 to $194.19, inclusive.
f16 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $194.21 to $195.20, inclusive.
f17 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $195.21 to $196.16, inclusive.
f18 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $196.21 to $197.11, inclusive.
f19 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $197.21 to $197.99, inclusive.
f20 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.
f21 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.
f22 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.
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