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Filing Details

Accession Number:: 0001104659-20-030932
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-03-09 21:53:30
Reporting Period:: 2020-03-05

Accepted Time:: 2020-03-09 21:53:30
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1477333	Cloudflare Inc.	NET	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1366065	G Blake Modersitzki	C/O Pelion Ventures 2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1405396	Uv Partners Iv Lp	C/O Pelion Ventures 2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1452738	Uv Partners Iv-A Lp	C/O Pelion Ventures 2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1452739	Uv Partners Iv Financial Institutions Fund Lp	C/O Pelion Ventures 2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1787868	Uv Partners Iv Financial Institutions Gp, L.l.c.	C/O Pelion Ventures 2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1787870	Uv Partners Iv Gp, L.l.c.	C/O Pelion Ventures 2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-03-05	1,030,412	$0.00	1,030,412	No	4	C	Indirect	See Footnote
Class A Common Stock	Acquisiton	2020-03-05	334,380	$0.00	334,380	No	4	C	Indirect	See Footnote
Class A Common Stock	Acquisiton	2020-03-05	635,208	$0.00	635,208	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2020-03-05	1,030,412	$22.80	0	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2020-03-05	334,380	$22.80	0	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2020-03-05	635,208	$22.80	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	C	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

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	2020-03-05	1,030,412	$0.00	1,030,412	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-03-05	334,380	$0.00	334,380	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-03-05	635,208	$0.00	635,208	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
18,873,702	No	4	C	Indirect
6,125,143	No	4	C	Indirect
11,634,769	No	4	C	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	831,641	Indirect	See Footnote
Class A Common Stock	211,603	Indirect	See Footnote
Class A Common Stock	252,550	Indirect	See Footnote
Class A Common Stock	2,954,546	Indirect	See Footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00	3,467,897	3,467,897	Indirect
Class A Common Stock	Class B Common Stock	$0.00	882,371	882,371	Indirect
Class A Common Stock	Class B Common Stock	$0.00	1,053,124	1,053,124	Indirect
Class A Common Stock	Class B Common Stock	$0.00	497,996	497,996	Indirect
Class A Common Stock	Class B Common Stock	$0.00	34,051	34,051	Indirect
Class A Common Stock	Class B Common Stock	$0.00	662,265	662,265	Indirect

Amount	Remaning Holdings	Nature of Ownership
3,467,897	3,467,897	Indirect
882,371	882,371	Indirect
1,053,124	1,053,124	Indirect
497,996	497,996	Indirect
34,051	34,051	Indirect
662,265	662,265	Indirect

Footnotes

Represents conversion of shares of the Issuer's Class B Common Stock into shares of the Issuer's Class A Common Stock on a 1-for-1 basis. The convertibility of the Class B Common Stock has no expiration date.
The shares are held of record by UV Partners IV, L.P. ("UVP IV"). UV Partners IV GP, L.L.C. ("UVP IV GP") is the General Partner of UVP IV, and Blake Modersitzki is the Manager Member of UVP IV GP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by UVP IV. Each of UVP IV GP and Mr. Modersitzki disclaims beneficial ownership of the securities held by of record by UVP IV except to the extent of its or his respective pecuniary interest therein.
The shares are held of record by UV Partners IV-A, L.P. ("UVP IV-A"). UVP IV GP is the General Partner of UVP IV-A, and Blake Modersitzki is the Manager Member of UVP IV GP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by UVP IV-A. Each of UVP IV GP and Mr. Modersitzki disclaims beneficial ownership of the securities held by of record by UVP IV-A except to the extent of its or his respective pecuniary interest therein.
The shares are held of record by UV Partners IV Financial Institutions Fund, L.P. ("UVP IV FIF"). UV Partners IV Financial Institutions GP, L.L.C. ("UVP IV FIGP") is the General Partner of UVP IV FIF, and Blake Modersitzki is the Manager Member of UVP IV FIGP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by UVP IV FIF. Each of UVP IV FIGP and Mr. Modersitzki disclaims beneficial ownership of the securities held by of record by UVP IV FIF except to the extent of its or his respective pecuniary interest therein.
The shares are held of record by Pelion Ventures V, L.P. ("PV V"). Pelion Venture Partners V, L.L.C. ("PVP V") is the General Partner of PV V, and Blake Modersitzki is the Manager Member of PVP V. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V, but disclaims beneficial ownership of the securities held of record by PV V except to the extent of his individual pecuniary interest therein.
The shares are held of record by Pelion Ventures V-A, L.P. ("PV V-A"). PVP V is the General Partner of PV V-A, and Blake Modersitzki is the Manager Member of PVP V. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V-A, but disclaims beneficial ownership of the securities held of record by PV V-A except to the extent of his individual pecuniary interest therein.
The shares are held of record by Pelion Ventures V Financial Institutions Fund, L.P. ("PV V FIF"). Pelion Ventures V Financial Institutions GP, L.L.C. ("PV V FIGP") is the General Partner of PV V FIF and Blake Modersitzki is the Manager Member of PV V FIGP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V FIF, but disclaims beneficial ownership of the securities held of record by PV V FIF except to the extent of his individual pecuniary interest therein.
The shares are held of record by Pelion Opportunity Fund I, LLC ("POF I"). Pelion Opportunities Partners I, L.L.C. ("POP I") is the Manager of POF I, and Blake Modersitzki is the Manager Member of POP I. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by POF I, but disclaims beneficial ownership of the securities held by of record by POF I except to the extent of his individual pecuniary interest therein.
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.
The shares are held of record by Pelion Ventures VI, L.P. ("PV VI"). Pelion Venture Partners VI, L.L.C. ("PVP VI") is the General Partner of PV VI, and Blake Modersitzki is the Manager Member of PVP VI. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV VI, but disclaims beneficial ownership of the securities held of record by PV VI except to the extent of his individual pecuniary interest therein.
The shares are held of record by Pelion Ventures VI-A, L.P. ("PV VI-A"). PVP VI is the General Partner of PV VI-A, and Blake Modersitzki is the Manager Member of PVP VI. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV VI-A, but disclaims beneficial ownership of the securities held of record by PV VI-A except to the extent of his individual pecuniary interest therein.