Form 4 for NET Cloudflare, Inc.
Accepted 2021-10-20 00:00:00 ET · period of report 2021-10-18 · accession 0000899243-21-040880 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2021-10-20 | 2021-10-18+ | NET | Prince Matthew | CEO, COB of the Board, Dir, 10% | S - Sale | $175.93 | -104.8K | 44.9K | -70% | -$18.43M |
| DMI | 2021-10-20 | 2021-10-18+ | NET | Prince Matthew | CEO, COB of the Board, Dir, 10% | C - Cnv Deriv | — | +104.8K | 52.4K | New | — |
| DMI | 2021-10-20 | 2021-10-18+ | NET | Prince Matthew | CEO, COB of the Board, Dir, 10% | C - Cnv Deriv | $0.00 | -104.8K | 18.54M | -0.6% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-10-18 | S | D | 5,138 | $174.64 | 26,307 | I See footnote | — | — | (F9) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.21 to $175.19, inclusive. (F2) 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 "Revocable Trust"). |
| 2 | Common | Class A Common Stock | 2021-10-18 | S | D | 11,190 | $173.67 | 31,445 | I See footnote | — | — | (F8) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.18 to $174.16, inclusive. (F2) 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 "Revocable Trust"). |
| 3 | Common | Class A Common Stock | 2021-10-19 | S | D | 1,190 | $172.35 | 51,195 | I See footnote | — | — | (F17) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.53 to $172.52, inclusive. (F2) 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 "Revocable Trust"). |
| 4 | Common | Class A Common Stock | 2021-10-19 | C | A | 52,385 | — | 52,385 | I See footnote | — | — | (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 Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 5 | Common | Class A Common Stock | 2021-10-18 | S | D | 564 | $181.44 | 0 | I See footnote | — | — | (F16) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.38 to $181.47, inclusive. (F2) 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 "Revocable Trust"). |
| 6 | Common | Class A Common Stock | 2021-10-18 | S | D | 1,500 | $180.83 | 564 | I See footnote | — | — | (F15) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.375 to $181.33, inclusive. (F2) 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 "Revocable Trust"). |
| 7 | Common | Class A Common Stock | 2021-10-18 | S | D | 8,575 | $179.91 | 2,064 | I See footnote | — | — | (F14) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.36 to $180.345, inclusive. (F2) 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 "Revocable Trust"). |
| 8 | Common | Class A Common Stock | 2021-10-18 | S | D | 3,108 | $178.84 | 10,639 | I See footnote | — | — | (F13) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.29 to $179.27, inclusive. (F2) 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 "Revocable Trust"). |
| 9 | Common | Class A Common Stock | 2021-10-18 | S | D | 2,120 | $177.90 | 13,747 | I See footnote | — | — | (F12) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.22 to $178.19, inclusive. (F2) 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 "Revocable Trust"). |
| 10 | Common | Class A Common Stock | 2021-10-18 | S | D | 2,735 | $176.55 | 15,867 | I See footnote | — | — | (F11) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $176.21 to $177.085, inclusive. (F2) 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 "Revocable Trust"). |
| 11 | Common | Class A Common Stock | 2021-10-18 | S | D | 7,705 | $175.79 | 18,602 | I See footnote | — | — | (F10) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.21 to $176.20, inclusive. (F2) 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 "Revocable Trust"). |
| 12 | Common | Class A Common Stock | 2021-10-19 | S | D | 8,053 | $174.04 | 36,808 | I See footnote | — | — | (F19) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.55 to $174.53, inclusive. (F2) 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 "Revocable Trust"). |
| 13 | Common | Class A Common Stock | 2021-10-19 | S | D | 8,684 | $175.09 | 28,124 | I See footnote | — | — | (F20) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.55 to $175.54, inclusive. (F2) 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 "Revocable Trust"). |
| 14 | Common | Class A Common Stock | 2021-10-19 | S | D | 4,226 | $175.97 | 23,898 | I See footnote | — | — | (F21) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.55 to $176.51, inclusive. (F2) 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 "Revocable Trust"). |
| 15 | Common | Class A Common Stock | 2021-10-19 | S | D | 4,957 | $176.99 | 18,941 | I See footnote | — | — | (F22) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $176.55 to $177.54, inclusive. (F2) 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 "Revocable Trust"). |
| 16 | Common | Class A Common Stock | 2021-10-19 | S | D | 8,276 | $178.05 | 10,665 | I See footnote | — | — | (F23) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.55 to $178.53, inclusive. (F2) 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 "Revocable Trust"). |
| 17 | Common | Class A Common Stock | 2021-10-19 | S | D | 9,621 | $178.95 | 1,044 | I See footnote | — | — | (F24) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.56 to $179.55, inclusive. (F2) 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 "Revocable Trust"). |
| 18 | Common | Class A Common Stock | 2021-10-19 | S | D | 1,044 | $179.74 | 0 | I See footnote | — | — | (F25) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.59 to $179.87, inclusive. (F2) 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 "Revocable Trust"). |
| 19 | Common | Class A Common Stock | 2021-10-18 | C | A | 52,385 | — | 52,385 | I See footnote | — | — | (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 Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 20 | Common | Class A Common Stock | 2021-10-18 | S | D | 1,090 | $169.86 | 51,295 | I See footnote | — | — | (F4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $169.07 to $170.06, 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 (25) to this Form 4. (F2) 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 "Revocable Trust"). |
| 21 | Common | Class A Common Stock | 2021-10-18 | S | D | 810 | $170.18 | 50,485 | I See footnote | — | — | (F5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.07 to $170.345, inclusive. (F2) 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 "Revocable Trust"). |
| 22 | Common | Class A Common Stock | 2021-10-18 | S | D | 1,150 | $171.59 | 49,335 | I See footnote | — | — | (F6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.15 to $172.09, inclusive. (F2) 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 "Revocable Trust"). |
| 23 | Common | Class A Common Stock | 2021-10-18 | S | D | 6,700 | $172.75 | 42,635 | I See footnote | — | — | (F7) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.16 to $173.135, inclusive. (F2) 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 "Revocable Trust"). |
| 24 | Common | Class A Common Stock | 2021-10-19 | S | D | 6,334 | $172.99 | 44,861 | I See footnote | — | — | (F18) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.54 to $173.53, inclusive. (F2) 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 "Revocable Trust"). |
| 25 | Derivative | Class B Common Stock | 2021-10-19 | C | D | 52,385 | $0.00 | 18,492,453 | I See footnote | — · — to — | 52,385 Class A Common Stock | (F26) Of the reported shares, 1,916,667 vest in 23 months beginning on November 13, 2021. (F2) 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 "Revocable Trust"). (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. |
| 26 | Derivative | Class B Common Stock | 2021-10-18 | C | D | 52,385 | $0.00 | 18,544,838 | I See footnote | — · — to — | 52,385 Class A Common Stock | (F26) Of the reported shares, 1,916,667 vest in 23 months beginning on November 13, 2021. (F27) Includes (i) 160,725 shares previously reported as held directly by The Matthew Prince 2019 Annuity Trust dated May 22, 2019, for which the reporting person serves as co-trustee and investment advisor (the "2019 Annuity Trust") and (ii) 61,634 shares previously reported as held directly by The Matthew Prince 2020 Annuity Trust dated May 20, 2020, for which the reporting person serves as co-trustee and investment advisor (the "2020 Annuity Trust") which were re-registered on August 18, 2021 and are now held directly by the Revocable Trust and excludes 4,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on August 19, 2021 and are now held directly 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 "2021 GRAT #2"). (F2) 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 "Revocable Trust"). (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. |