Form 4: Cloudflare Executive Michelle Zatlyn Reports Share Transactions and Trust Re-registrations

Sentiment:

SEC Form 4 Filing


Cloudflare's President and COO, Michelle Zatlyn, reported multiple transactions involving Class A and Class B common stock, including tax withholdings, conversions, and re-registrations of shares across various trusts.

Summary

  • Michelle Zatlyn, President and COO of Cloudflare, filed a Form 4 detailing changes in her beneficial ownership of company stock.
  • The transactions include the withholding of 9,740 Class A shares to cover tax liabilities related to vesting restricted stock units at a price of $89.77 per share.
  • 22,359 Class B shares were converted into Class A shares.
  • A total of 22,359 Class A shares were transferred at $0 value.
  • There were also re-registrations of shares between various trusts associated with Ms. Zatlyn, including the Revocable Trust, the SZ 2021 Irrevocable Trust, the SZ 2020 Irrevocable Trust, and several annuity trusts.
  • These re-registrations involved the movement of both Class A and Class B shares, with no change in the total number of shares beneficially owned by Ms. Zatlyn.
  • The report also details the indirect ownership of a large number of Class B shares, which are convertible to Class A shares on a one-to-one basis.

Sentiment

Score: 5

Explanation: The document is a routine regulatory filing detailing stock transactions and trust re-registrations. It does not contain any information that would be considered significantly positive or negative.

Risks

  • The complexity of the transactions and the number of trusts involved could make it difficult for investors to track the true ownership of shares.
  • The re-registrations of shares between trusts could be perceived as an attempt to obscure the true ownership of shares.

Industry Context

This filing is a routine disclosure of insider transactions and is common for publicly traded companies. It provides transparency into the stock ownership of key executives.

Comparison to Industry Standards

  • Form 4 filings are standard practice for publicly traded companies in the US, and Cloudflare's filing is consistent with these requirements.
  • The complexity of the transactions, involving multiple trusts, is not uncommon for high-net-worth individuals and executives at large companies.
  • Similar filings can be seen from executives at companies like Fastly, Akamai, and other tech firms.

Stakeholder Impact

  • The transactions do not have a direct impact on shareholders, employees, customers, suppliers, or creditors.
  • The filing provides transparency into the stock ownership of a key executive, which is important for shareholders.

Key Dates

DateDescription
11/15/2024Date of the reported transactions, including share withholding, conversions, and re-registrations.
11/19/2024Date the Form 4 was signed.

Keywords

Cloudflare, Michelle Zatlyn, Form 4, Beneficial Ownership, Stock Transactions, Class A Common Stock, Class B Common Stock, Restricted Stock Units, Trusts, Share Re-registration

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