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

Rhea-AI Filing Summary

Form 144 notice for Cloudflare, Inc. (NET): The filer disclosed a proposed sale of 15,255 shares of Cloudflare common stock through Goldman Sachs & Co. LLC with an aggregate market value of $3,173,802.75. The filing lists the company's outstanding shares as 312,872,178 and an approximate sale date of 09/02/2025. The securities being sold were acquired as compensation: 7,685 shares from restricted stock units on 01/23/2024 and two option-related cashless exercises totaling 7,570 shares on 02/14/2022. The filer reports no sales in the past three months and makes the standard representation that they are not aware of undisclosed material adverse information.

Positive

• Clear compliance disclosure with acquisition dates, acquisition type, broker and aggregate value, supporting regulatory transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider sale notice; small position versus outstanding shares, limited immediate market impact.

The Form 144 reports a proposed sale of 15,255 Cloudflare shares valued at $3.17 million, executed through Goldman Sachs. The shares originate from compensation (RSUs and cashless option exercises), indicating this is not a secondary sale of purchased stock. Relative to the issuer's stated 312.9 million outstanding shares, the volume is de minimis and unlikely to affect liquidity or share price materially. The filer also confirms no undisclosed material adverse information, aligning with standard compliance practice for Rule 144 submissions.

Corporate Governance Expert

TL;DR: Compliance-focused disclosure consistent with insider selling rules; governance disclosure appears intact.

The filing documents adherence to Rule 144 procedures by providing acquisition dates, nature of acquisition, and sale broker details. The sale stems from compensation awards, which is common for executives or employees realizing vested equity. The absence of recent sales in the prior three months and the mandatory attestation regarding material nonpublic information both support procedural transparency. No governance red flags are visible within the information provided.

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	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	15255	3173802.75	312872178	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 Stock	01/23/2024	Acquired as compensation -- Restricted Stock Units	The Issuer			7685	01/23/2024	Compensation
Common Stock	02/14/2022	Acquired as compensation -- Stock Options	The Issuer			2750	02/14/2022	Compensation -- Cashless exercise / same-day sale
Common Stock	02/14/2022	Acquired as compensation -- Stock Options	The Issuer			4820	02/14/2022	Compensation -- Cashless exercise / same-day sale

* 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 Form 144 filed for NET disclose?

The filing discloses a proposed sale of 15,255 Cloudflare shares valued at $3,173,802.75 with an approximate sale date of 09/02/2025 through Goldman Sachs.

Where did the shares being sold originate for the NET Form 144?

The shares were acquired as compensation: 7,685 from restricted stock units on 01/23/2024 and 2,750 plus 4,820 from option cashless exercises on 02/14/2022.

Does the Form 144 report any sales in the past three months for the filer?

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

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

The filing lists 312,872,178 outstanding shares; the proposed sale of 15,255 shares represents a de minimis percentage of the total outstanding shares.

Which broker is handling the sale noted in the Form 144?

The broker named in the filing is Goldman Sachs & Co. LLC at 200 West Street, New York, NY 10282.