Cloudflare (NET) CFO reports option exercise and insider stock trades

Rhea-AI Filing Summary

Cloudflare, Inc. (NET) chief financial officer reported multiple equity transactions on 11/20/2025. The filing shows an employee stock option exercise for 10,000 shares of Class B Common Stock, which were converted into Class A Common Stock, from an option with a $2.04 exercise price that is fully vested and immediately exercisable. The CFO then executed a series of open-market sales of Class A Common Stock under a Rule 10b5-1 trading plan adopted on November 26, 2024, at weighted average prices generally around the high-$180s to low-$200s per share.

After these transactions, the CFO directly owned 137,486 shares of Class A Common Stock. The filing also reports continuing derivative and indirect interests, including options and Class B Common Stock holdings convertible into Class A Common Stock, some of which are held through Center Court Partners Ltd. and several Center Court 2020 Trusts for which the CFO serves as trustee or partner.

Insider Trade Summary

Net Seller: 41,555 shares ($8,069,178)

Net Sell 21 txns

Insider SEIFERT THOMAS J

Role Chief Financial Officer

Sold 41,555 shs ($8.07M)

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	2,272	$190.3113	$432K
Sale	Class A Common Stock	13,331	$191.447	$2.55M
Sale	Class A Common Stock	8,666	$192.4662	$1.67M
Sale	Class A Common Stock	2,725	$193.5006	$527K
Sale	Class A Common Stock	1,900	$194.34	$369K
Sale	Class A Common Stock	1,500	$195.5539	$293K
Sale	Class A Common Stock	600	$196.3914	$118K
Sale	Class A Common Stock	1,358	$197.6455	$268K
Sale	Class A Common Stock	2,700	$198.8343	$537K
Sale	Class A Common Stock	3,400	$199.7455	$679K
Sale	Class A Common Stock	1,703	$200.4197	$341K
Sale	Class A Common Stock	1,300	$202.3054	$263K
Sale	Class A Common Stock	100	$202.96	$20K
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Employee Stock Option (right to buy) — 100,341 shares (Direct); Class B Common Stock — 18,925 shares (Direct); Class A Common Stock — 179,041 shares (Direct); Class B Common Stock — 150,000 shares (Indirect, See footnote)

Footnotes (1)

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 $189.92 to $190.85, inclusive. The reporting person undertakes to provide to 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 (14) 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 $191.00 to $191.99, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.00 to $192.98, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.02 to $194.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.02 to $195.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.09 to $196.04, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.10 to $197.08, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.19 to $198.11, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.19 to $199.18, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.22 to $200.21, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.23 to $200.86, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.61 to $202.51, 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.

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^*

SEIFERT THOMAS J

(Last) (First) (Middle)

C/O CLOUDFLARE, INC.

405 COMAL STREET

(Street)

AUSTIN TX 78702

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

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	11/20/2025		C		10,000	A	(1)	179,041	D
Class A Common Stock	11/20/2025		S(2)		2,272	D	$190.3113(3)	176,769	D
Class A Common Stock	11/20/2025		S(2)		13,331	D	$191.447(4)	163,438	D
Class A Common Stock	11/20/2025		S(2)		8,666	D	$192.4662(5)	154,772	D
Class A Common Stock	11/20/2025		S(2)		2,725	D	$193.5006(6)	152,047	D
Class A Common Stock	11/20/2025		S(2)		1,900	D	$194.34(7)	150,147	D
Class A Common Stock	11/20/2025		S(2)		1,500	D	$195.5539(8)	148,647	D
Class A Common Stock	11/20/2025		S(2)		600	D	$196.3914(9)	148,047	D
Class A Common Stock	11/20/2025		S(2)		1,358	D	$197.6455(10)	146,689	D
Class A Common Stock	11/20/2025		S(2)		2,700	D	$198.8343(11)	143,989	D
Class A Common Stock	11/20/2025		S(2)		3,400	D	$199.7455(12)	140,589	D
Class A Common Stock	11/20/2025		S(2)		1,703	D	$200.4197(13)	138,886	D
Class A Common Stock	11/20/2025		S(2)		1,300	D	$202.3054(14)	137,586	D
Class A Common Stock	11/20/2025		S(2)		100	D	$202.96	137,486	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
Employee Stock Option (right to buy)	$2.04	11/20/2025		M			10,000	(15)	07/25/2027	Class B Common Stock(1)	10,000	$0	100,341	D
Class B Common Stock	(1)	11/20/2025		M		10,000		(1)	(1)	Class A Common Stock	10,000	$0	18,925	D
Class B Common Stock	(1)	11/20/2025		C			10,000	(1)	(1)	Class A Common Stock	10,000	$0	8,925	D
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	150,000		150,000	I	See footnote(16)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	46,100		46,100	I	See footnote(17)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	46,100		46,100	I	See footnote(18)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	46,100		46,100	I	See footnote(19)

Explanation of Responses:

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.

2. 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.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.92 to $190.85, inclusive. The reporting person undertakes to provide to 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 (14) 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 $191.00 to $191.99, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.00 to $192.98, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.02 to $194.00, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.02 to $195.00, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.09 to $196.04, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.10 to $197.08, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.19 to $198.11, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.19 to $199.18, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.22 to $200.21, inclusive.

13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.23 to $200.86, inclusive.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.61 to $202.51, inclusive.

15. Shares subject to the option are fully vested and immediately exercisable.

16. The shares are held of record by Center Court Partners Ltd., for which the reporting person serves as a partner.

17. The shares are held of record by Center Court 2020 Trust 1 UA 12/11/20, for which the reporting person serves as trustee.

18. The shares are held of record by Center Court 2020 Trust 2 UA 12/11/20, for which the reporting person serves as trustee.

19. The shares are held of record by Center Court 2020 Trust 3 UA 12/11/20, for which the reporting person serves as trustee.

	/s/ Lindsey Cochran, by power of attorney	11/21/2025
	** 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 did Cloudflare (NET)'s CFO report in this Form 4 filing?

The CFO reported exercising an employee stock option for 10,000 shares of Class B Common Stock at an exercise price of $2.04, converting them into Class A Common Stock, and then selling portions of Class A shares in multiple open-market transactions on 11/20/2025.

How many Cloudflare (NET) Class A shares does the CFO own after these transactions?

Following the reported transactions, the CFO directly owned 137,486 shares of Class A Common Stock.

Were the Cloudflare (NET) share sales made under a 10b5-1 trading plan?

Yes. The filing states that the sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on November 26, 2024.

What price ranges were reported for the Cloudflare (NET) stock sales?

The prices reported in Column 4 are weighted average prices, with sales executed in multiple transactions at ranges such as $189.92 to $190.85 per share and several other bands up to the low $200s, as detailed in footnotes (3) through (14).

Does the Cloudflare (NET) CFO hold any indirect or derivative interests after this Form 4?

Yes. The filing lists remaining derivative and indirect interests, including options and Class B Common Stock convertible into Class A Common Stock, with certain shares held through Center Court Partners Ltd. and Center Court 2020 Trusts for which the CFO acts as partner or trustee.

What is the conversion feature of Cloudflare (NET) Class B Common Stock mentioned in the Form 4?

Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the reporting person's election and has no expiration date.