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Filing Details

Accession Number:: 0000899243-22-001414
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-01-07 20:51:50
Reporting Period:: 2022-01-05

Accepted Time:: 2022-01-07 20:51:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1477333	Cloudflare Inc.	NET	Services-Prepackaged Software (7372)	270805829

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1786925	Matthew Prince	C/O Cloudflare, Inc. 101 Townsend Street San Francisco CA 94107	Ceo & Chair Of The Board	Yes	Yes	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	2022-01-05	52,385	$0.00	52,385	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	3,720	$104.17	48,665	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	3,972	$105.24	44,693	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	6,239	$106.00	38,454	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	3,233	$107.27	35,221	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	4,905	$108.14	30,316	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	3,650	$109.09	26,666	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	5,013	$110.25	21,653	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	4,745	$111.27	16,908	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	5,808	$112.20	11,100	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	3,625	$113.13	7,475	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	5,525	$114.12	1,950	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	1,825	$115.00	125	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-05	125	$115.90	0	No	4	S	Indirect	See footnote
Class A Common Stock	Acquisiton	2022-01-06	52,385	$0.00	52,385	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	1,300	$102.55	51,085	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	9,461	$103.83	41,624	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	15,608	$104.84	26,016	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	13,424	$105.84	12,592	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	8,466	$106.76	4,126	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	3,976	$107.68	150	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2022-01-06	150	$108.29	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	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	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
No	4	S	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	2022-01-05	52,385	$0.00	52,385	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2022-01-06	52,385	$0.00	52,385	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
18,068,656			No	4	C	Indirect
18,016,271			No	4	C	Indirect

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	491,031	491,031	Indirect
Class A Common Stock	Class B Common Stock	$0.00	4,000,000	4,000,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	4,000,000	4,000,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	6,569,442	6,569,442	Indirect
Class A Common Stock	Class B Common Stock	$0.00	1,060,000	1,060,000	Indirect

Amount	Remaning Holdings	Nature of Ownership
491,031	491,031	Indirect
4,000,000	4,000,000	Indirect
4,000,000	4,000,000	Indirect
6,569,442	6,569,442	Indirect
1,060,000	1,060,000	Indirect

Footnotes

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 The Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee.
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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.63 to $104.62, 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 (23) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.65 to $105.64, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.65 to $106.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.65 to $107.64, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.65 to $108.64, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.65 to $109.57, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.66 to $110.63, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.69 to $111.67, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.69 to $112.68, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.69 to $113.68, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $113.69 to $114.67, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $114.69 to $115.68, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $115.76 to $115.93, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.15 to $102.935, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.28 to $104.275, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.28 to $105.27, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.28 to $106.27, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.28 to $107.27, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.28 to $108.24, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.28 to $108.30, inclusive.
Of the reported shares, 1,750,000 vest in 21 months beginning on January 13, 2022.
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.
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.
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.
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.
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.