[144] Cloudflare, Inc. SEC Filing

Rhea-AI Filing Summary

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.

Positive

• Full Rule 144 disclosure including broker, share counts, acquisition dates, and aggregate market value
• Clear record of prior sales in the past three months with gross proceeds listed, improving transparency

Negative

• Date of notice and signature fields are not provided in the excerpt
• No explicit seller signature or stated notice date appears in the supplied content

Insights

Securities Analyst

TL;DR: Routine Rule 144 notice for an insider sale of 9,000 shares; recent months show multiple insider dispositions.

The Form 144 documents a proposed sale under Rule 144 totaling 9,000 common shares valued at $1.92 million, scheduled through Morgan Stanley Smith Barney. The shares were originally granted as restricted stock in late 2023 and early 2024. The filing also records prior sales by Douglas Kramer totaling 15,000 shares across July–September 2025 with aggregate gross proceeds shown per trade. This filing is procedural and standard for reporting intended insider disposals; it provides transparency on timing and amounts but contains no earnings or operational data.

Corporate Governance Expert

TL;DR: Disclosure aligns with Rule 144 requirements; includes attestation about material non-public information.

The notice includes the required seller representation that they do not possess undisclosed material adverse information and lists the broker, sale date, and share counts. It also reports the acquisition method (restricted stock) and exact grant dates, which are relevant to transferability and compliance with lock-up or vesting rules. No signature or explicit notice date is present in the provided excerpt.

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	9000	1921309.50	348481587	10/01/2025	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	11/15/2023	Restricted Stock	ISSUER			1636	11/15/2023	Not Applicable
Common	02/15/2024	Restricted Stock	ISSUER			7364	02/15/2024	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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
DOUGLAS KRAMER 101 TOWNSEND ST. SAN FRANCISCO CA 94107	Common	09/02/2025	3000	606304.20
DOUGLAS KRAMER 101 TOWNSEND ST. SAN FRANCISCO CA 94107	Common	08/01/2025	3000	594663.00
DOUGLAS KRAMER 101 TOWNSEND ST. SAN FRANCISCO CA 94107	Common	07/01/2025	9000	1764814.50

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 (NET) Form 144 report?

The filing reports a proposed sale of 9,000 common shares via Morgan Stanley Smith Barney valued at $1,921,309.50, targeting 10/01/2025 on the NYSE.

How were the shares acquired that are being sold under this Form 144?

The shares were acquired as restricted stock on 11/15/2023 (1,636 shares) and 02/15/2024 (7,364 shares).

Has the seller recently disposed of Cloudflare (NET) shares?

Yes. Douglas Kramer sold 3,000 shares on 09/02/2025 for $606,304.20, 3,000 on 08/01/2025 for $594,663.00, and 9,000 on 07/01/2025 for $1,764,814.50.

What exchange will the proposed sale be executed on?

The proposed sale is listed to occur on the NYSE.

Does the filing state whether the seller knows any material non-public information?

The notice includes the seller's representation that they do not know any material adverse information about the issuer that has not been publicly disclosed.