Form 4: Cloudflare COO Michelle Zatlyn Executes Stock Option and Sells Shares Under 10b5-1 Plan
SEC Form 4 Filing
Cloudflare's President and COO, Michelle Zatlyn, exercised stock options and sold Class A Common Stock between March 6th and March 8th, 2024, under a pre-arranged Rule 10b5-1 trading plan.
Summary
- Michelle Zatlyn, President and COO of Cloudflare, executed stock options to acquire Class A Common Stock.
- She also sold shares of Class A Common Stock over three days, from March 6th to March 8th, 2024.
- These transactions were conducted under a pre-arranged Rule 10b5-1 trading plan adopted on November 30, 2022.
- The sales occurred at varying prices, ranging from approximately $97.16 to $101.695 per share.
- Zatlyn also converted Class B Common Stock into Class A Common Stock.
- The transactions involved shares held directly and indirectly through several trusts, including The Sutherland/Zatlyn Revocable Trust and The SZ 2021 Irrevocable Trust.
Sentiment
Score: 5
Explanation: The document is a standard SEC filing detailing insider transactions. It doesn't convey any explicit positive or negative sentiment about the company's performance or future prospects. The transactions appear to be part of a pre-planned strategy.
Positives
- The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, which is a legal and transparent way for insiders to sell shares.
Industry Context
Insider transactions are common in publicly traded companies and are closely monitored by investors and regulators. The use of a 10b5-1 trading plan is a standard practice to avoid accusations of insider trading.
Stakeholder Impact
- The transactions may have a minor impact on shareholders due to the change in ownership, but the use of a 10b5-1 plan suggests the sales were planned and not based on any inside information.
Key Dates
| Date | Description |
|---|---|
| 2016-11-17 | Date of The Sutherland/Zatlyn Revocable Trust |
| 2020-11-25 | Date of The SZ 2020 Irrevocable Trust |
| 2021-11-06 | Date of The SZ 2021 Irrevocable Trust |
| 2022-05-26 | Date of The Sutherland/Zatlyn 2022 Annuity Trust |
| 2022-11-30 | Date of adoption of Rule 10b5-1 trading plan |
| 2023-05-24 | Date of The Sutherland/Zatlyn 2023 Annuity Trust |
| 2023-08-29 | Date of The Sutherland/Zatlyn 2023 Annuity Trust II |
| 2024-03-06 | Date of earliest transaction |
| 2024-03-06 | Transaction date for multiple acquisitions, disposals, and conversions |
| 2024-03-07 | Transaction date for multiple acquisitions, disposals, and conversions |
| 2024-03-08 | Transaction date for multiple acquisitions, disposals, and conversions |
| 2024-08-07 | Expiration date of Employee Stock Option |
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