Form 4 for NET Cloudflare, Inc.
Accepted 2025-02-07 00:00:00 ET · period of report 2025-02-05 · accession 0001415889-25-003356 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2025-02-07 | 2025-02-05 | NET | Zatlyn Michelle | Pres, BOARD CO-COB, Dir | A - Grant | $0.00 | +259.7K | 432.6K | +150% | $0 |
| D | 2025-02-07 | 2025-02-05 | NET | Zatlyn Michelle | Pres, BOARD CO-COB, Dir | A - Grant | $0.00 | +175.1K | 175.1K | New | $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 | 2025-02-05 | A | A | 259,672 | $0.00 | 432,631 | D | — | — | (F1) The reported shares are represented by restricted stock units, or RSUs, which vest in 20 equal quarterly installments beginning on May 15, 2025. |
| 2 | Derivative | Performance Stock Units | 2025-02-05 | A | A | 175,111 | $0.00 | 175,111 | D | — · — to 2032-02-04 | 175,111 Class A Common Stock | (F3) Each performance-based restricted stock unit, or PSU, represents a contingent right to receive one share of Issuer Class A common stock. (F4) The PSUs are comprised of six separate tranches that become eligible to vest upon achievement of certain stock price targets ranging from $156.00 to $579.00 (the "Stock Price Goals") at any time within seven years of February 5, 2025, with the performance period shortened to end upon a change in control of the Issuer. Upon satisfaction of a Stock Price Goal, 1/6 of the shares subject to the applicable tranche vest and become exercisable on each Issuer quarterly vesting date (2/15, 5/15, 8/15 or 11/15) occurring on or after the date of certification of achievement of the applicable Stock Price Goal for such tranche. (F5) In addition, the PSUs are subject to the reporting person's continued status as a Service Provider through each vesting date. The time-based vesting requirements are waived upon a change in control of the Issuer. |