Cloudflare director receives 842-share RSU award

Cunningham Stacey reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Cunningham Stacey reported acquisition or exercise transactions in this Form 4 filing.

Cloudflare director Stacey Cunningham received an automatic equity grant in the form of restricted stock units. She was awarded 842 shares of Class A common stock as a grant or award, bringing her direct holdings to 4,215 shares after the transaction.

The footnote explains this is an annual RSU award under Cloudflare’s Outside Director Compensation Policy. These RSUs will vest on the earlier of June 30, 2027, or the day before Cloudflare’s next annual meeting of stockholders, tying the award to continued board service.

Insights

Equity compensation analyst

Routine equity grant to Cloudflare director with future vesting conditions.

The Form 4 shows Stacey Cunningham, a director of Cloudflare, Inc., receiving 842 restricted stock units as an automatic annual award under the Outside Director Compensation Policy. The shares are reflected as Class A common stock with no purchase price.

The RSUs vest on the earlier of June 30, 2027 or the day before the next annual stockholder meeting, so value depends on her continued board service and future stock performance. After this grant, she holds 4,215 shares directly, indicating a relatively modest but growing equity stake from board compensation.

Insider Trade Summary

Grant/Award: 842 shares

Grant/Award 1 txn

Insider Cunningham Stacey

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	842	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 4,215 shares (Direct)

Footnotes (1)

1. F1. Represents an automatic annual restricted stock unit, or RSU, award issued pursuant to the Issuer's Outside Director Compensation Policy. The RSUs vest on the earlier of (i) June 30, 2027 or (ii) the day prior to the date of the Issuer's next annual meeting of stockholders.

Key Figures

RSU grant size: 842 shares Post-transaction holdings: 4,215 shares Transaction price per share: $0.00 per share +1 more

4 metrics

RSU grant size 842 shares Automatic annual RSU award to director

Post-transaction holdings 4,215 shares Director’s direct Class A common stock after grant

Transaction price per share $0.00 per share Equity grant with no cash consideration

Vesting date latest June 30, 2027 RSUs vest by this date or earlier if prior to next annual meeting

Key Terms

restricted stock unit, RSU, Outside Director Compensation Policy, annual meeting of stockholders, +1 more

5 terms

restricted stock unit financial

"Represents an automatic annual restricted stock unit, or RSU, award issued pursuant..."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

RSU financial

"Represents an automatic annual restricted stock unit, or RSU, award issued pursuant..."

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

Outside Director Compensation Policy financial

"award issued pursuant to the Issuer's Outside Director Compensation Policy."

annual meeting of stockholders financial

"the day prior to the date of the Issuer's next annual meeting of stockholders."

Class A Common Stock financial

"security_title": "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.

FAQ

What did Cloudflare (NET) director Stacey Cunningham report on this Form 4?

Stacey Cunningham reported receiving an automatic annual award of 842 restricted stock units of Cloudflare Class A common stock. The award is classified as a grant or other acquisition, increasing her direct holdings to 4,215 shares after the transaction, all as non-cash equity compensation.

Is Stacey Cunningham’s Cloudflare (NET) Form 4 transaction a stock purchase or compensation grant?

The transaction is a compensation-related grant, not an open-market stock purchase. It is coded as a grant or award acquisition, with a price per share of zero, and is issued under Cloudflare’s Outside Director Compensation Policy as part of her director compensation package.

How many Cloudflare (NET) shares does Stacey Cunningham hold after this RSU grant?

After receiving 842 restricted stock units, Stacey Cunningham’s direct holdings total 4,215 shares of Cloudflare Class A common stock. This reflects her equity position as a board member following the award, as reported in the Form 4’s post-transaction ownership figure.

When do Stacey Cunningham’s new Cloudflare (NET) RSUs vest?

The RSUs vest on the earlier of June 30, 2027, or the day before Cloudflare’s next annual meeting of stockholders. This vesting schedule, disclosed in the footnote, ties the award to the director’s continued service and the timing of the company’s annual meeting.

What is Cloudflare’s Outside Director Compensation Policy mentioned in this Form 4?

The Outside Director Compensation Policy provides for automatic annual restricted stock unit awards to non-employee directors. In this filing, it governs the grant of 842 RSUs to Stacey Cunningham, specifying that the award is automatic and includes a defined vesting schedule linked to future dates.

Does the Cloudflare (NET) Form 4 indicate any stock sales by Stacey Cunningham?

The Form 4 does not report any stock sales. It shows one acquisition transaction coded as a grant, award, or other acquisition of 842 restricted stock units, with no sell transactions or dispositions recorded in the transaction summary for this reporting period.

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

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Accepted by SEC EDGAR 07/02/2026 - 04:17 PM Learn about SEC filing dates

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^*

Cunningham Stacey

(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)
06/30/2026

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	06/30/2026		A		842(1)	A	$0	4,215	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. Represents an automatic annual restricted stock unit, or RSU, award issued pursuant to the Issuer's Outside Director Compensation Policy. The RSUs vest on the earlier of (i) June 30, 2027 or (ii) the day prior to the date of the Issuer's next annual meeting of stockholders.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Charlotte Bowe, by power of attorney	07/02/2026
	** 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)