Cloudflare CFO exercises options at $2.04, sells 10,000 shares
Rhea-AI Filing Summary
Cloudflare (NET) filed a Form 4 for its CFO. On 10/20/2025, the reporting person exercised an employee stock option at $2.04 for 10,000 shares of Class B, converted them one-for-one into 10,000 shares of Class A, and then sold 10,000 Class A shares in multiple transactions under a Rule 10b5-1 trading plan adopted on November 26, 2024.
Sales were executed in blocks of 500, 2,600, 2,754, 3,846, and 300 shares at weighted average prices of $209.6202, $210.7816, $211.7076, $212.749, and $213.3967, respectively. Following these transactions, Class A beneficial ownership shown was 189,517 shares. Each share of Class B is convertible into Class A on a one-to-one basis with no expiration.
Positive
- None.
Negative
- None.
Insights
Option exercise, convert-to-sale; net Class A position unchanged by 10,000.
The CFO exercised an option at $2.04 for 10,000 Class B shares, converted them to 10,000 Class A shares, and sold the same 10,000 shares via a Rule 10b5-1 plan. The sequence is standard: exercise (M), conversion (C), then sales (S) at weighted-average prices disclosed per block.
Post-trade Class A beneficial ownership shown is 189,517 shares, indicating the exercise-and-sell cycle did not change the net Class A count versus before these steps. The option’s underlying shares were fully vested and immediately exercisable, and Class B converts to Class A one-for-one without expiration.
Because sales followed a pre-adopted Rule 10b5-1 plan, activity timing was preset. Subsequent filings may provide additional transaction details as further plan trades, if any, occur.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Employee Stock Option (right to buy) | 10,000 | $0.00 | -- |
| Exercise | Class B Common Stock | 10,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 10,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 10,000 | $0.00 | -- |
| Sale | Class A Common Stock | 500 | $209.6202 | $105K |
| Sale | Class A Common Stock | 2,600 | $210.7816 | $548K |
| Sale | Class A Common Stock | 2,754 | $211.7076 | $583K |
| Sale | Class A Common Stock | 3,846 | $212.749 | $818K |
| Sale | Class A Common Stock | 300 | $213.3967 | $64K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Footnotes (1)
- Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 26, 2024. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.25 to $209.90, 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 (7) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.27 to $211.20, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $211.29 to $212.23, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $212.34 to $213.19, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $213.37 to $213.43, inclusive. Shares subject to the option are fully vested and immediately exercisable. The shares are held of record by Center Court Partners Ltd., for which the reporting person serves as a partner. The shares are held of record by Center Court 2020 Trust 1 UA 12/11/20, for which the reporting person serves as trustee. The shares are held of record by Center Court 2020 Trust 2 UA 12/11/20, for which the reporting person serves as trustee. The shares are held of record by Center Court 2020 Trust 3 UA 12/11/20, for which the reporting person serves as trustee.
FAQ
What did Cloudflare (NET) disclose in this Form 4?
Was the sale under a Rule 10b5-1 plan?
What was the post-transaction Class A beneficial ownership?
What are the terms of the option exercised by the CFO?
