Cloudflare (NYSE: NET) director sells 293 shares under Rule 10b5-1 plan

Rhea-AI Filing Summary

Cloudflare director Katrin Suder sold 293 shares of Class A Common Stock in an open-market transaction at $252.92 per share. The sale was made under a pre-arranged Rule 10b5-1 trading plan adopted on August 20, 2025. Following the sale, she directly holds 37,430 shares.

Insights

Equity compensation and insider-trading analyst

Small, pre-planned director sale with minimal impact on overall stake.

Director Katrin Suder sold 293 Cloudflare Class A shares in an open-market transaction at $252.92 per share. After the sale, she still directly owns 37,430 shares, indicating that only a small fraction of her position was involved.

The transaction was executed under a Rule 10b5-1 trading plan adopted on August 20, 2025. Such plans are established in advance and automate trades, so the timing carries limited informational value about the insider’s current view of the stock. No derivative exercises or tax-related share withholdings were reported in this filing.

Insider Trade Summary 10b5-1

Net Seller: 293 shares ($74,106)

Net Sell 1 txn

Insider Suder Katrin

Role null

Sold 293 shs ($74K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	293	$252.92	$74K

Holdings After Transaction: Class A Common Stock — 37,430 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold: 293 shares Sale price: $252.92 per share Shares held after sale: 37,430 shares +2 more

5 metrics

Shares sold 293 shares Open-market sale of Class A Common Stock

Sale price $252.92 per share Price for 293 shares sold

Shares held after sale 37,430 shares Direct holdings following transaction

Trading plan adoption date August 20, 2025 Rule 10b5-1 plan adoption referenced in footnote

Transaction date June 8, 2026 Date of reported open-market sale

Key Terms

Rule 10b5-1 trading plan, open-market sale, Form 4, Class A Common Stock

4 terms

Rule 10b5-1 trading plan regulatory

"The sale ... 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.

open-market sale financial

"transaction_action is described as an open-market sale of Class A Common Stock."

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 regulatory

"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan..."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Class A Common Stock financial

"The security title for the 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.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Suder Katrin

(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)
06/08/2026

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	06/08/2026		S(1)		293	D	$252.92	37,430	D

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 August 20, 2025.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Charlotte Bowe, by power of attorney	06/08/2026
	** 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)

FAQ

What insider transaction did Cloudflare (NET) director Katrin Suder report?

Cloudflare director Katrin Suder reported selling 293 shares of Class A Common Stock. The shares were sold in an open-market transaction at $252.92 per share, and she continues to hold 37,430 shares directly after the sale.

At what price did Katrin Suder sell Cloudflare (NET) shares?

Katrin Suder sold her Cloudflare shares at $252.92 per share. This price applied to 293 shares of Class A Common Stock sold in an open-market transaction disclosed in the Form 4 insider trading report.

How many Cloudflare (NET) shares does Katrin Suder hold after this Form 4 sale?

After the reported sale, Katrin Suder holds 37,430 Cloudflare Class A shares directly. This indicates the transaction covered only a small portion of her overall position, leaving the bulk of her holdings unchanged by this filing.

Was the Cloudflare (NET) insider sale made under a Rule 10b5-1 plan?

Yes, the sale was made under a Rule 10b5-1 trading plan. The footnote explains that the plan was adopted on August 20, 2025, indicating the trade was pre-arranged rather than a discretionary, one-off market timing decision.

Does the Cloudflare (NET) Form 4 include any option exercises or derivative trades?

No, this Form 4 reports only a sale of non-derivative Class A Common Stock. The derivative transaction summary is empty, showing no option exercises, conversions, or other derivative-related transactions associated with this specific insider filing.