Cloudflare (NET) director sells 5,000 shares via 10b5-1 plan

Rhea-AI Filing Summary

Cloudflare, Inc. director Carl Ledbetter, through the Carl S. Ledbetter Trust, reported selling 5,000 shares of Class A Common Stock on August 6, 2026 under a Rule 10b5-1 trading plan adopted on February 25, 2026.

The four indirect sales were executed at prices around $280–$284 per share, with several reported as weighted-average prices within that range.

Insider Trade Summary 10b5-1

Net Seller: 5,000 shares

Net Sell 4 txns

Insider Ledbetter Carl

Role Director

Sold 5,000 shs ($1.41M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	300	$280.13	$84K
Sale	Class A Common Stock F1, F3, F2	3,064	$281.442	$862K
Sale	Class A Common Stock F1, F4, F2	636	$282.5956	$180K
Sale	Class A Common Stock F1, F5, F2	1,000	$283.802	$284K

Holdings After Transaction: Class A Common Stock — 883,073 shares (Indirect, See footnote)

Footnotes (5)

1. F1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 25, 2026.
2. F2. The shares are held of record by the Carl S. Ledbetter Trust dated February 14, 2020, for which the reporting person serves as a trustee.
3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $281.24 to $282.00, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) through (5) to this Form 4.
4. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $282.28 to $282.90, inclusive.
5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $283.34 to $284.18, inclusive.

Key Figures

Shares sold: 5,000 shares Block sale 1 price: $280.13 per share Block sale 2 price: $281.442 per share +4 more

7 metrics

Shares sold 5,000 shares Total Cloudflare Class A Common Stock sold indirectly on 2026-08-06

Block sale 1 price $280.13 per share 300 shares of Class A Common Stock sold on 2026-08-06

Block sale 2 price $281.442 per share 3,064 shares sold at a weighted-average price on 2026-08-06

Block sale 3 price $282.5956 per share 636 shares sold at a weighted-average price on 2026-08-06

Block sale 4 price $283.802 per share 1,000 shares sold at a weighted-average price on 2026-08-06

Price range across weighted trades $281.24–$284.18 per share Ranges for multiple transactions referenced in pricing footnotes

Rule 10b5-1 plan adoption date February 25, 2026 Date Carl Ledbetter adopted the trading plan governing these sales

Key Terms

Rule 10b5-1 trading plan, weighted average price, Class A Common Stock, indirect ownership

4 terms

Rule 10b5-1 trading plan regulatory

"The sale reported was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Class A Common Stock financial

"Security title for each transaction is listed as Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

indirect ownership financial

"The shares are held of record by the Carl S. Ledbetter Trust and reported as indirect ownership"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/06/2026 - 05:23 PM Accepted by SEC EDGAR 08/06/2026 - 05:23 PM Learn about SEC filing dates

FAQ

What insider activity did Cloudflare (NET) director Carl Ledbetter report?

Carl Ledbetter reported Selling 5,000 shares of Cloudflare Class A Common Stock on August 6, 2026. The transactions were made indirectly through the Carl S. Ledbetter Trust, for which he serves as trustee, and disclosed as routine equity sales of existing shares.

At what prices were the Cloudflare (NET) shares sold by Carl Ledbetter?

The 5,000 Cloudflare shares were sold at prices around $280–$284 per share. Footnotes state some prices are weighted averages from multiple trades within ranges between $281.24 and $284.18, reflecting execution across several individual transactions that day.

Were Carl Ledbetter’s Cloudflare (NET) stock sales under a Rule 10b5-1 plan?

Yes. The reported Cloudflare share sales were made under a Rule 10b5-1 trading plan adopted by Carl Ledbetter on February 25, 2026. Such plans pre-establish trading parameters, allowing scheduled transactions independent of subsequent day-to-day market or company-specific developments.

How were the sold Cloudflare (NET) shares held before the transactions?

The sold Cloudflare shares were held by the Carl S. Ledbetter Trust dated February 14, 2020. Carl Ledbetter serves as trustee, so the transactions are reported as indirect ownership, reflecting that the shares are legally held in the trust’s name rather than individually.

Did the Carl Ledbetter report for Cloudflare (NET) include any option or derivative exercises?

No. The disclosure lists only non-derivative transactions in Cloudflare Class A Common Stock. It does not show any option exercises, warrant exercises, or other derivative security transactions; all entries relate to sales of already outstanding common shares held indirectly through the trust.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Ledbetter Carl

(Last) (First) (Middle)

C/O CLOUDFLARE, INC.

101 TOWNSEND STREET

(Street)

SAN FRANCISCO CALIFORNIA 94107

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Cloudflare, Inc. [ NET ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/06/2026		S(1)		300	D	$280.13	887,773	I	See footnote(2)
Class A Common Stock	08/06/2026		S(1)		3,064	D	$281.442(3)	884,709	I	See footnote(2)
Class A Common Stock	08/06/2026		S(1)		636	D	$282.5956(4)	884,073	I	See footnote(2)
Class A Common Stock	08/06/2026		S(1)		1,000	D	$283.802(5)	883,073	I	See footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 25, 2026.

2. The shares are held of record by the Carl S. Ledbetter Trust dated February 14, 2020, for which the reporting person serves as a trustee.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $281.24 to $282.00, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) through (5) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $282.28 to $282.90, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $283.34 to $284.18, inclusive.

Remarks:

	/s/ Charlotte Bowe, by power of attorney	08/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)