Cloudflare Inc SEC Filings

Cloudflare, Inc. (NET) Form 144 indicates a proposed sale of 9,000 common shares through Morgan Stanley Smith Barney with an aggregate market value of $1,921,309.50, and an approximate sale date of 10/01/2025 on the NYSE. The filer reports outstanding shares of 348,481,587. The securities listed were originally issued as restricted stock on 11/15/2023 (1,636 shares) and 02/15/2024 (7,364 shares). The filing also discloses three recent sales by Douglas Kramer in the past three months: 3,000 shares on 09/02/2025 for $606,304.20, 3,000 shares on 08/01/2025 for $594,663.00, and 9,000 shares on 07/01/2025 for $1,764,814.50. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information.

This Form 144 notice indicates the proposed sale of 1,000 shares of common stock through Morgan Stanley Smith Barney LLC on 10/01/2025 with an aggregate market value of $212,830.00. The shares were acquired as restricted stock from the issuer on 06/02/2023 and fully paid on that date. The filing lists 348,481,587 shares outstanding, showing the position is a very small fraction of outstanding stock. The document also records a prior sale by Mark Hawkins of 1,000 shares on 09/02/2025 for $201,600.00. The filer certifies no undisclosed material adverse information and acknowledges criminal penalties for false statements.

Michelle Zatlyn, President and Board Co-Chair of Cloudflare (NET), reported multiple transactions on September 23-25, 2025. The Form 4 shows the reporting person acquired Class A Common Stock in three convertible/option-related transactions of 25,641 shares each and reported aggregate dispositions of 367,251 shares of Class A Common Stock over the reporting period. Many sold shares were executed pursuant to a Rule 10b5-1 trading plan adopted February 14, 2025. The filing also lists large indirect holdings held in various trusts and Class B shares convertible one-for-one into Class A. Employee stock options with a $2.04 exercise price and immediate exercisability are reported in connection with the transactions.

Carl Ledbetter, a director of Cloudflare, Inc. (NET), reported the sale of 19,599 shares of Class A common stock on 09/22/2025. The sales were executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Ledbetter on 02/14/2025. The filing shows the sales occurred in multiple transactions at weighted-average prices reported in three groups: $223.3586, $224.2456, and $225.4559, with disclosed price ranges for each group. The shares are held of record by the Carl S. Ledbetter Trust dated February 14, 2020, for which he serves as trustee. After the reported transactions, the filing shows 1,013,073 shares of Class A common stock beneficially owned indirectly.

Cloudflare Chief Financial Officer Thomas J. Seifert reported a series of transactions on 09/22/2025 showing option exercise activity and multiple open-market sales. He exercised an employee stock option to acquire 10,000 shares at a $2.04 exercise price and, on the same day, sold multiple blocks of Class A common stock in transactions executed pursuant to a Rule 10b5-1 trading plan adopted November 26, 2024. The Form 4 shows a net reduction in direct beneficial ownership of Class A shares from 199,517 to 189,517 after the reported sales, with individual sale prices reported as weighted averages in the $222.85–$230.03 range. Several larger holdings remain indirectly held through entities and trusts for which he serves as partner or trustee.

Form 144 notice for Cloudflare, Inc. (NET) indicates a proposed sale of 10,000 shares of Common stock through Morgan Stanley Smith Barney on 09/22/2025, with an aggregate market value of $2,259,400.00. The shares were acquired the same day by exercise of stock options and paid for in cash. The filing reports the issuer's total shares outstanding as 312,872,178. The document also lists multiple Rule 10b5-1 plan sales by related parties during July–August 2025, including transactions ranging from 400 to 41,555 shares with gross proceeds shown for each sale. The filer certifies no undisclosed material adverse information.

Matthew Prince, Cloudflare, Inc. CEO and Board Co-Chair and a >10% owner, reported multiple transactions in Class A and Class B common stock on 09/09/2025–09/11/2025. The filing shows conversions of Class B into Class A (32,273 shares on 09/09, 52,384 on 09/10 and 52,384 on 09/11) and aggregate disposals of 367,251 Class A shares sold under a Rule 10b5-1 trading plan adopted February 11, 2025. The sales were executed at weighted-average prices disclosed in footnotes, with ranges spanning approximately $214.96 to $230.00. Shares are held of record in various trusts for which Mr. Prince serves as trustee or investment advisor.

Cloudflare, Inc. (NET) Form 144 notice reports a proposed sale of 471,456 Class A common shares with an aggregate market value of $103,041,423.36 to be sold through Goldman Sachs & Co. LLC on the NYSE on 09/09/2025. The filing details acquisition history for the shares, showing the largest block (451,345 shares) was originally acquired as Class B common in a private transaction on 09/25/2009 and will be converted to Class A prior to sale; smaller lots were received as restricted stock units and performance awards in 2023 and 2025. The filing also lists multiple recent sales by The Matthew Prince Revocable Trust between 06/11/2025 and 08/20/2025, each for 52,384 shares generating gross proceeds reported per sale. The filer represents no undisclosed material adverse information.

John Graham-Cumming, a director of Cloudflare, Inc. (NET), reported transactions on 09/02/2025. He exercised a stock option to buy 2,530 shares at an exercise price of $44.72 and immediately acquired those Class A shares. On the same date he sold multiple lots totaling 10,917 Class A shares at weighted-average prices disclosed in the footnotes, with sale prices reported across ranges from $199.86 up to $208.68. After these transactions the reporting person beneficially owned 495,191 Class A shares and held options covering 27,720 shares. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted May 28, 2025.