Home > Insider Trading > Filing (0001209191-20-037376)

Filing Details

Accession Number:: 0001209191-20-037376
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-06-17 17:53:14
Reporting Period:: 2020-06-15

Accepted Time:: 2020-06-17 17:53:14
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	2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1525593	Pelion Ventures V, L.p.	2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1525599	Pelion Ventures V-A, L.p.	2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1532860	Pelion Ventures V Financial Institutions Fund, L.p.	2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1787887	Pelion Ventures V Financial Institutions Gp, L.l.c.	2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No
1787892	Pelion Venture Partners V, L.l.c.	2750 E. Cottonwood Parkway, Suite 600 Salt Lake City UT 84121	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-06-15	772,287	$0.00	962,700	No	4	C	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-06-15	196,639	$0.00	244,950	No	4	C	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-06-15	234,694	$0.00	292,350	No	4	C	Indirect	Footnote
Class A Common Stock	Disposition	2020-06-15	962,700	$31.16	0	No	4	S	Indirect	Footnote
Class A Common Stock	Disposition	2020-06-15	244,950	$31.16	0	No	4	S	Indirect	Footnote
Class A Common Stock	Disposition	2020-06-15	292,350	$31.16	0	No	4	S	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-06-16	449,260	$0.00	449,260	No	4	C	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-06-16	114,310	$0.00	114,310	No	4	C	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-06-16	136,430	$0.00	136,430	No	4	C	Indirect	Footnote
Class A Common Stock	Disposition	2020-06-16	449,260	$31.18	0	No	4	S	Indirect	Footnote
Class A Common Stock	Disposition	2020-06-16	114,310	$31.18	0	No	4	S	Indirect	Footnote
Class A Common Stock	Disposition	2020-06-16	136,430	$31.18	0	No	4	S	Indirect	Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	Footnote
No	4	C	Indirect	Footnote
No	4	C	Indirect	Footnote
No	4	S	Indirect	Footnote
No	4	S	Indirect	Footnote
No	4	S	Indirect	Footnote
No	4	C	Indirect	Footnote
No	4	C	Indirect	Footnote
No	4	C	Indirect	Footnote
No	4	S	Indirect	Footnote
No	4	S	Indirect	Footnote
No	4	S	Indirect	Footnote

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2020-06-15	772,827	$0.00	772,827	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-06-15	196,639	$0.00	196,639	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-06-15	234,694	$0.00	234,694	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-06-16	449,260	$0.00	449,260	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-06-16	114,310	$0.00	114,310	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-06-16	136,430	$0.00	136,430	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,695,070	No	4	C	Indirect
685,732	No	4	C	Indirect
818,430	No	4	C	Indirect
2,245,810	No	4	C	Indirect
571,422	No	4	C	Indirect
682,000	No	4	C	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	1	Indirect	Footnote
Class A Common Stock	2,954,546	Indirect	Footnote
Class A Common Stock	748,660	Indirect	Footnote

Reported Derivative Holdings

Show Other Fields >>

Sec. Name	Sec. Type	Price	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00	12,691,450	12,691,450	Indirect
Class A Common Stock	Class B Common Stock	$0.00	4,118,790	4,118,790	Indirect
Class A Common Stock	Class B Common Stock	$0.00	7,823,644	7,823,644	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	622,265	622,265	Indirect

Amount	Remaning Holdings	Nature of Ownership
12,691,450	12,691,450	Indirect
4,118,790	4,118,790	Indirect
7,823,644	7,823,644	Indirect
497,996	497,996	Indirect
34,051	34,051	Indirect
622,265	622,265	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 Pelion Ventures V, L.P. ("PV V").
Pelion Venture Partners V, L.L.C. ("PVP V") is the General Partner of PV V and PV V-A, but disclaims beneficial ownership of the securities held of record by PV V and PV V-A except to the extent of its pecuniary interest therein. Blake Modersitzki is the Managing Member of PVP V. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by PV V, PV V-A and PVP V, but disclaims beneficial ownership of the securities held by of record by PV V, PV V-A and PVP 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").
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, but disclaims beneficial ownership of the securities held of record by PV V FIF except to the extent of its pecuniary interest therein. 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 and PV V FIGP, but disclaims beneficial ownership of the securities held of record by PV V FIF and PV V FIGP except to the extent of his individual pecuniary interest therein.
These sales were executed in multiple trades at prices ranging from $31.00 to $31.73. The price reported above reflects the weighted average sale price. The applicable Reporting Person hereby undertakes to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer.
These sales were executed in multiple trades at prices ranging from $31.00 to $31.95. The price reported above reflects the weighted average sale price. The applicable Reporting Person hereby undertakes to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer.
The shares are held of record by UV Partners IV GP, L.L.C. ("UVP IV GP").
UVP IV GP is the General Partner of UV Partners IV, L.P. ("UVP IV") and UV Partners IV-A, L.P. ("UVP IV-A"), but disclaims beneficial ownership of the securities held of record by UVP IV and UVP IV-A except to the extent of its pecuniary interest therein. Blake Modersitzki is the Managing Member of UVP IV GP. Mr. Modersitzki exercises voting and dispositive power with respect to the shares held of record by UVP IV, UVP IV-A and UVP IV GP, but disclaims beneficial ownership of the securities held by of record by UVP IV, UVP IV-A and UVP IV GP 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.
The shares are held of record by Blake G. Modersitzki.
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 UVP IV.
The shares are held of record by UVP IV-A.
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, but disclaims beneficial ownership of the securities held of record by UVP IV FIF except to the extent of its pecuniary interest therein. 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 and UVP IV FIGP, but disclaims beneficial ownership of the securities held of record by UVP IV FIF and UVP IV FIGP except to the extent of his individual pecuniary interest therein.
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.