[144] Cloudflare, Inc. Class A common stock, par value $0.001 per share SEC Filing

Rhea-AI Filing Summary

Form 144 filed for Cloudflare, Inc. (Class A common stock) reports a proposed sale of 1,000 shares through Morgan Stanley Smith Barney with an aggregate market value of $201,600. The filing lists the approximate sale date as 09/02/2025 and indicates 348,481,587 shares outstanding, so the proposed sale represents roughly 0.00029% of outstanding shares. The 1,000 shares were acquired as restricted stock on 06/02/2023 from the issuer and were fully paid on that date. The filer reports no securities sold in the past three months and includes the required representation that the seller is not aware of any undisclosed material adverse information about the issuer.

Positive

• Complete Rule 144 disclosure including broker, acquisition details, and seller representation about material information
• Proposed sale size is immaterial at ~0.00029% of outstanding shares, suggesting minimal market impact
• No securities sold in past three months, reducing immediate concerns about accelerated insider selling

Negative

• Insider sale planned (1,000 shares), which is a factual disclosure investors may note even if small

Insights

Securities Analyst

TL;DR: Small insider sale planned; immaterial size versus shares outstanding.

The filing documents a proposed sale of 1,000 Class A shares valued at $201,600, equating to approximately 0.00029% of reported outstanding shares (348,481,587). From a market-impact perspective, this quantity is immaterial and unlikely to affect liquidity or market price. The shares were acquired as restricted stock from the issuer on 06/02/2023, which is consistent with typical post-vesting liquidity actions. No sales in the prior three months are reported, reducing concerns about a pattern of disposal.

Compliance/Risk Analyst

TL;DR: Filing meets Rule 144 disclosure elements; includes seller representation about material nonpublic information.

The notice provides required details: broker name and address, acquisition type (restricted stock), acquisition and payment dates, proposed sale date, and aggregate value. The filer affirms they are not aware of undisclosed material adverse information and indicates no recent sales in the past three months. From a compliance standpoint, the form appears complete and consistent with Rule 144 reporting requirements based on the disclosed fields.

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	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	1000	201600.00	348481587	09/02/2025	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	06/02/2023	Restricted Stock	ISSUER			1000	06/02/2023	Not Applicable

* 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

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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

What does Cloudflare's (NET) Form 144 disclose about the proposed sale?

The form discloses a proposed sale of 1,000 Class A shares through Morgan Stanley Smith Barney with an aggregate market value of $201,600, scheduled approximately on 09/02/2025.

How large is the proposed sale relative to Cloudflare's outstanding shares?

The filing reports 348,481,587 shares outstanding; 1,000 shares represent about 0.00029% of that total.

When and how were the shares being sold acquired?

The 1,000 shares were acquired as restricted stock from the issuer on 06/02/2023 and payment was recorded on that date.

Did the filer report any securities sold in the past three months?

No. The filing states "Nothing to Report" for securities sold during the past three months.

Does the filer assert they possess any undisclosed material information about Cloudflare?

The filer represents by signature that they do not know any material adverse information about the issuer that has not been publicly disclosed.