Home/Filings/3/0000899243-19-023527

3//SEC Filing

Pelion Venture Partners V, L.L.C. 3

Accession 0000899243-19-023527

CIK 0001477333other

View on SEC.gov Company Profile

Filed

Sep 11, 8:00 PM ET

Accepted

Sep 12, 8:13 PM ET

Size

38.0 KB

Accession

0000899243-19-023527

Insider Transaction Report

Form 3

Period: 2019-09-12

Cloudflare, Inc.NET

Pelion Ventures V, L.P.

10% Owner

Holdings

Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)

Pelion Ventures V Financial Institutions Fund, L.P.

10% Owner

Holdings

Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)

Pelion Venture Partners V, L.L.C.

10% Owner

Holdings

Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)

Pelion Ventures VI, L.P.

10% Owner

Holdings

Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)

Pelion Ventures VI-A, L.P.

10% Owner

Holdings

Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)

Pelion Venture Partners VI, L.L.C.

10% Owner

Holdings

Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)

Pelion Ventures V-A, L.P.

10% Owner

Holdings

Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)

Pelion Ventures V Financial Institutions GP, L.L.C.

10% Owner

Holdings

Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)

Modersitzki Blake G

10% Owner

Holdings

Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (301,387 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (2,210,230 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (831,641 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (80,016 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (76,685 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (95,500 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (91,524 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (497,996 underlying)
Series A Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (314,480 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (562,370 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (211,603 underlying)
Series C Convertible Preferred Stock
(indirect: See footnote)
→ Class B Common Stock (671,200 underlying)
Series D Convertible Preferred Stock
(indirect: See footnote)
→ Class A Common Stock (252,550 underlying)
Class B Common Stock
(indirect: See footnote)
→ Class A Common Stock (34,051 underlying)

Footnotes (9)

[F1]Each share of Series A Convertible Preferred Stock shall automatically convert into Class B Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.
[F2]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.
[F3]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 Blake Modersitzki is the Manager Member of PVP V. Carl Ledbetter, a director of the Issuer, serves as a Special Advisor to an affiliate of PVP V. Each of Mr. Modersitzki and Dr. Ledbetter share voting and dispositive power with respect to the shares held of record by PV V, but disclaims beneficial ownership of the securities held of record by PV V except to the extent of his individual pecuniary interest therein.
[F4]Each share of Series C Convertible Preferred Stock shall automatically convert into Class B Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.
[F5]Each share of Series D Convertible Preferred Stock shall automatically convert into Class A Common Stock on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and has no expiration date.
[F6]The shares are held of record by Pelion Ventures V-A, L.P. (PV V-A). PVP V is the General Partner of PV V-A, and Blake Modersitzki is the Manager Member of PVP V. Dr. Ledbetter, a director of the Issuer, serves as a Special Advisor to an affiliate of PVP V. Each of Mr. Modersitzki and Dr. Ledbetter share voting and dispositive power with respect to the shares held of record by PV V-A, but disclaims beneficial ownership of the securities held of record by PV V-A except to the extent of his individual pecuniary interest therein.
[F7]The shares are held of record by Pelion Ventures V Financial Institutions Fund, L.P. (PV V Financial). Pelion Ventures V Financial Institutions GP, L.L.C. (PV V Financial GP) is the General Partner of PV V Financial. Dr. Ledbetter, a director of the Issuer, serves as a Special Advisor to an advisor to an affiliate of PV V Financial GP. Each of Mr. Modersitzki and Dr. Ledbetter share voting and dispositive power with respect to the shares held of record by PV V Financial, but disclaims beneficial ownership of the securities held of record by PV V Financial except to the extent of his individual pecuniary interest therein.
[F8]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. Dr. Ledbetter, a director of the Issuer, serves as a Special Advisor to an affiliate of PVP VI. Each of Mr. Modersitzki and Dr. Ledbetter share 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.
[F9]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. Dr. Ledbetter, a director of the Issuer, serves as a Special Advisor to an affiliate of PVP VI . Each of Mr. Modersitzki and Dr. Ledbetter share 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.

Documents

1 file

3
doc3.xmlPrimary
FORM 3 SUBMISSION

Issuer

Cloudflare, Inc.

CIK 0001477333

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001787892

Filing Metadata

Form type: 3
Filed: Sep 11, 8:00 PM ET
Accepted: Sep 12, 8:13 PM ET
Size: 38.0 KB

View on SEC.gov