Form 4: Cloudflare CEO Matthew Prince Executes Stock Sales Under 10b5-1 Plan
SEC Form 4
Cloudflare's CEO and Board Co-Chair, Matthew Prince, executed multiple sales of Class A Common Stock between May 13 and May 15, 2025, under a pre-arranged Rule 10b5-1 trading plan.
Summary
- Matthew Prince, CEO and Board Co-Chair of Cloudflare, sold shares of Class A Common Stock between May 13 and May 15, 2025.
- The sales were executed under a Rule 10b5-1 trading plan adopted on November 20, 2023.
- On May 13, 2025, Prince sold shares at weighted average prices ranging from $143.9115 to $150.9012.
- On May 14, 2025, shares were sold at weighted average prices ranging from $151.0764 to $154.2132.
- On May 15, 2025, shares were sold at weighted average prices ranging from $151.2837 to $153.9122.
- The transactions involved the conversion of Class B Common Stock into Class A Common Stock on a one-to-one basis.
- A portion of shares were also withheld to cover tax liabilities related to the vesting of restricted stock units (RSUs).
- Remaining shares are held indirectly through various trusts, including The Matthew Prince Revocable Trust and several Grantor Retained Annuity Trusts.
Sentiment
Score: 5
Explanation: The document is a standard SEC filing related to stock sales by an executive. It doesn't inherently indicate positive or negative sentiment, but rather provides factual information about the transactions.
Industry Context
Sales by company executives are a normal part of corporate governance, especially when executed under pre-arranged trading plans like Rule 10b5-1. These plans allow insiders to sell shares over a period of time without being accused of trading on non-public information.
Comparison to Industry Standards
- Executive stock sales are common across the tech industry.
- Companies like Amazon, Google, and Microsoft often see similar filings from their executives.
- The use of 10b5-1 plans is a standard practice to ensure compliance with insider trading regulations.
Stakeholder Impact
- The stock sales may have a minor impact on shareholders, potentially causing a slight decrease in stock price due to increased supply.
- The sales do not directly impact employees, customers, suppliers, or creditors.
Key Dates
| Date | Description |
|---|---|
| October 29, 2015 | Date of The Matthew Prince Revocable Trust |
| March 29, 2016 | Date of The Prince Family Nonexempt Irrevocable Trust and The Prince Family Exempt Irrevocable Trust |
| November 20, 2023 | Date the Rule 10b5-1 trading plan was adopted |
| May 22, 2023 | Date of The Matthew Prince 2023 Grantor Retained Annuity Trust UA |
| August 14, 2023 | Date of The Matthew Prince 2023 Grantor Retained Annuity Trust 2 UA |
| May 20, 2024 | Date of The Matthew Prince 2024 Grantor Retained Annuity Trust UA |
| August 20, 2024 | Date of The Matthew Prince 2024 Grantor Retained Annuity Trust 2 UA |
| May 13, 2025 | Date of first stock sale |
| May 14, 2025 | Date of second stock sale |
| May 15, 2025 | Date of third stock sale |
Keywords
Cloudflare, Matthew Prince, Stock Sale, Form 4, Rule 10b5-1, Class A Common Stock, CEO, Securities Exchange Act
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