[144] Chemed Corporation SEC Filing

Rhea-AI Filing Summary

Cloudflare, Inc. (NET) Chief Legal Officer Douglas J. Kramer disclosed the sale of 3,000 Class A shares on 01-Aug-2025 under a pre-arranged Rule 10b5-1 trading plan adopted 25-Nov-2024. The transactions were executed in three tranches at weighted-average prices of $197.41, $198.41 and $199.26, respectively.

Following the sales, Kramer’s direct beneficial ownership declined from 160,377 to 157,377 shares, a reduction of roughly 1.9 % of his position. No derivative securities were reported. The filing is administrative in nature and does not contain earnings or guidance information.

• Form type: Form 4 – insider sale
• Reporting person’s role: Chief Legal Officer
• Ownership remains sizeable, indicating continued alignment
• Transactions effected entirely through 10b5-1 plan, limiting discretionary timing concerns

Positive

• Transaction executed under a pre-established Rule 10b5-1 plan, reducing concerns about opportunistic timing.
• Executive retains 157,377 shares, indicating continued skin in the game.

Negative

• Insider selling at ~$198 could be viewed as a soft negative sentiment signal, although size is modest.

Insights

Securities Analyst

TL;DR: Small, planned insider sale; neutral signal.

Kramer sold 3,000 NET shares (~1.9 % of his holdings) at ~$198 via a 10b5-1 plan. The modest size and pre-arranged nature mute any negative interpretation. Insider retains >157k shares, maintaining significant exposure. Market impact expected to be minimal.

Corporate Governance Expert

TL;DR: Governance-compliant trade, no red flags.

The sale follows SEC Rule 10b5-1 best practices, with full price-range disclosure and weighted-average pricing. Absence of derivative activity and retention of a large equity stake support alignment with shareholders. From a governance standpoint, the filing is routine.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
common stock	UBS Financial Services Inc 1000 Harbor Blvd 3rd Floor Weehawken NJ 07086	10012	4183514.2	14629484	08/04/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
common stock	02/19/2016	RSU award	Chemed			862	02/19/2016	cash
common stock	05/18/2016	stock option	Chemed			340	05/18/2016	cash
common stock	02/21/2017	stock option	Chemed			881	02/21/2017	cash
common stock	02/21/2017	RSU award	Chemed			428	02/21/2017	cash
common stock	05/18/2017	stock option	Chemed			340	05/18/2017	cash
common stock	02/16/2018	RSU award	Chemed			921	02/16/2018	cash
common stock	05/18/2018	stock option	Chemed			280	05/18/2018	cash
common stock	02/22/2019	RSU award	Chemed			817	02/22/2019	cash
common stock	02/21/2020	RSU award	Chemed			286	02/21/2020	cash
common stock	02/18/2022	RSU award	Chemed			954	02/18/2022	cash
common stock	02/14/2025	stock option	Chemed			815	02/14/2025	cash
common stock	05/09/2025	stock option	Chemed			3088	05/09/2025	cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Cloudflare (NET) shares did Douglas Kramer sell?

He sold 3,000 Class A shares on 01-Aug-2025.

What prices were the NET shares sold at?

Weighted-average prices were $197.41, $198.41, and $199.26 across three trade lots.

Does Kramer still own Cloudflare stock after the sale?

Yes, he directly owns 157,377 Class A shares after the transactions.

Was the sale part of a 10b5-1 trading plan?

Yes. The plan was adopted on 25-Nov-2024, satisfying Rule 10b5-1(c) guidelines.

Were any derivative securities involved?

No derivative securities were reported in this Form 4.