Cloudflare (NYSE: NET) director sells 133 shares under 10b5-1 plan

Rhea-AI Filing Summary

Cloudflare, Inc. director Mark J. Hawkins sold 133 shares of Class A Common Stock in an open-market transaction. The shares were sold at a price of $168.62 per share on March 2, 2026, leaving him with 10,455 shares of direct ownership.

The sale was executed under a pre-arranged Rule 10b5-1 trading plan adopted by Hawkins on May 30, 2025, indicating the transaction was scheduled in advance rather than timed at his discretion.

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).

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^*

Hawkins Mark J

(Last) (First) (Middle)

C/O CLOUDFLARE, INC.

101 TOWNSEND STREET

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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	03/02/2026		S(1)		133	D	$168.62	10,455	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 May 30, 2025.

	/s/ Chad Skinner, by power of attorney	03/03/2026
	** 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.

FAQ

What insider transaction did Cloudflare (NET) director Mark J. Hawkins report?

Mark J. Hawkins reported selling 133 shares of Cloudflare Class A Common Stock. The transaction was an open-market sale executed on March 2, 2026 at $168.62 per share, reducing his holdings to 10,455 directly owned shares.

At what price did Mark J. Hawkins sell Cloudflare (NET) shares?

He sold the Cloudflare shares at $168.62 per share. This price applied to 133 shares of Class A Common Stock in an open-market transaction reported on March 2, 2026, under a pre-established Rule 10b5-1 trading plan.

How many Cloudflare (NET) shares does Mark J. Hawkins own after the reported sale?

After the sale, Mark J. Hawkins directly owns 10,455 shares of Cloudflare Class A Common Stock. This remaining balance reflects his holdings immediately following the March 2, 2026 open-market sale of 133 shares at $168.62 per share.

Was the Cloudflare (NET) share sale by Mark J. Hawkins made under a 10b5-1 plan?

Yes, the sale was executed under a Rule 10b5-1 trading plan. The footnote explains the plan was adopted by Mark J. Hawkins on May 30, 2025, indicating the March 2, 2026 sale was pre-scheduled rather than opportunistic.

What type of security did Mark J. Hawkins sell in Cloudflare (NET)?

He sold Cloudflare Class A Common Stock. The Form 4 shows a non-derivative transaction involving 133 shares of this class, sold in an open-market transaction at $168.62 per share, with direct ownership reported after the sale.

How many total shares did Mark J. Hawkins sell in this Cloudflare (NET) Form 4?

He sold 133 shares in this transaction. The filing’s transaction summary also classifies the activity as a net sell of 133 shares, reflecting one open-market sale and leaving his direct holdings at 10,455 shares afterward.