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Zatlyn Michelle's Form 4 filing

Cloudflare, Inc.NET · filed Feb 20, 2024

Accession no.
0000950170-24-017444
Filed
Feb 20, 2024
Trade date
Feb 15-20, 2024
Filing delay
5 days
Rule 10b5-1 plan
Checked

This filing lists 30 non-derivative transactions and 12 derivative transactions. Open-market sales total $46.3M. It was filed 5 days after the trade.

This filing was later replaced by the amendment 0001415889-24-006431 (Mar 4, 2024). Trade tables on this site use the amended version.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Zatlyn MichelleCIK 0001786951Director, Officer (President and COO)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Feb 15, 2024Class A Common StockFTax withholdingDisposed−9,740$101.22−$985,882.8230,612Direct
Feb 15, 2024Class A Common StockCConversionAcquired+221,901–F3–260,446Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−54,720$99.99F6−$5,471,452.8205,726Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−96,446$100.88F7−$9,729,472.48109,280Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−39,271$101.70F8−$3,993,860.770,009Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−24,536$103.33F9−$2,535,304.8845,473Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−6,928$104.03F10−$720,719.8438,545Indirect
Feb 15, 2024Class A Common StockCConversionAcquired+97,714–F3–97,714Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−13,730$99.99F6−$1,372,862.783,984Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−24,130$100.88F7−$2,434,234.459,854Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−9,775$101.70F8−$994,117.550,079Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−6,114$103.33F9−$631,759.6243,965Indirect
Feb 15, 2024Class A Common StockSSaleDisposed−1,726$104.03F10−$179,555.7842,239Indirect
Feb 15, 2024Class A Common StockGGiftDisposed−42,239$0.00$00Indirect
Feb 16, 2024Class A Common StockCConversionAcquired+126,819–F3–165,364Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−57,316$98.46F12−$5,643,333.36108,048Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−38,638$99.34F13−$3,838,298.9269,410Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−12,827$100.55F14−$1,289,754.8556,583Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−18,038$101.13F15−$1,824,182.9438,545Indirect
Feb 16, 2024Class A Common StockCConversionAcquired+31,705–F3–31,705Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−14,375$98.46F12−$1,415,362.517,330Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−9,641$99.34F13−$957,736.947,689Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−3,191$100.55F14−$320,855.054,498Indirect
Feb 16, 2024Class A Common StockSSaleDisposed−4,498$101.14F15−$454,927.720Indirect
Feb 20, 2024Class A Common StockCConversionAcquired+20,512–F3–59,057Indirect
Feb 20, 2024Class A Common StockSSaleDisposed−12,624$96.02F16−$1,212,156.4846,433Indirect
Feb 20, 2024Class A Common StockSSaleDisposed−7,888$96.79F17−$763,479.5238,545Indirect
Feb 20, 2024Class A Common StockCConversionAcquired+5,128–F3–5,128Indirect
Feb 20, 2024Class A Common StockSSaleDisposed−3,175$96.02F16−$304,863.51,953Indirect
Feb 20, 2024Class A Common StockSSaleDisposed−1,953$96.79F17−$189,030.870Indirect

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Feb 15, 2024Class B Common StockMOption exerciseDisposed−221,901$0.00$03,347,319Direct
Feb 15, 2024Class A Common StockMOption exerciseAcquired+221,901$0.00$0221,901Direct
Feb 15, 2024Class A Common StockCConversionDisposed−221,901$0.00$00Direct
Feb 15, 2024Class A Common StockCConversionDisposed−97,714$0.00$01,370,878Indirect
Feb 16, 2024Class B Common StockMOption exerciseDisposed−126,819$0.00$03,220,500Direct
Feb 16, 2024Class A Common StockMOption exerciseAcquired+126,819$0.00$0126,819Direct
Feb 16, 2024Class A Common StockCConversionDisposed−126,819$0.00$00Direct
Feb 16, 2024Class A Common StockCConversionDisposed−31,705$0.00$01,339,173Indirect
Feb 20, 2024Class B Common StockMOption exerciseDisposed−20,512$0.00$03,199,988Direct
Feb 20, 2024Class A Common StockMOption exerciseAcquired+20,512$0.00$020,512Direct
Feb 20, 2024Class A Common StockCConversionDisposed−20,512$0.00$00Direct
Feb 20, 2024Class A Common StockCConversionDisposed−5,128$0.00$01,334,045Indirect

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F3

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.

Referenced by the price of 6 transactions in Table I.

F6

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.43 to $100.42, 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 (6) through (10) and (12) through (17) to this Form 4.

Referenced by the price of 2 transactions in Table I.

F7

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.43 to $101.425, inclusive.

Referenced by the price of 2 transactions in Table I.

F8

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.43 to $102.29, inclusive.

Referenced by the price of 2 transactions in Table I.

F9

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.84 to $103.815, inclusive.

Referenced by the price of 2 transactions in Table I.

F10

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.84 to $104.36, inclusive.

Referenced by the price of 2 transactions in Table I.

F12

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.86 to $98.85, inclusive.

Referenced by the price of 2 transactions in Table I.

F13

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.86 to $99.855, inclusive.

Referenced by the price of 2 transactions in Table I.

F14

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.86 to $100.85, inclusive.

Referenced by the price of 2 transactions in Table I.

F15

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.86 to $101.665, inclusive.

Referenced by the price of 2 transactions in Table I.

F16

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.49 to $96.48, inclusive.

Referenced by the price of 2 transactions in Table I.

F17

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.49 to $97.30, inclusive.

Referenced by the price of 2 transactions in Table I.

Read the full filing on SEC EDGAR (opens in a new tab)