STOCK TITAN

Cloudflare CFO sells 10,000 shares in plan trade

Cloudflare’s CFO exercised options for 10,000 shares and sold 10,000 Class A shares under a pre-set Rule 10b5-1 plan while retaining significant indirect holdings.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cloudflare, Inc. (NET) reported that its Chief Financial Officer, Thomas J. Seifert, exercised employee stock options covering 10,000 shares on September 17, 2026 at an exercise price of $2.04 per share, resulting in the acquisition and conversion of shares into Class A Common Stock.

On the same date, he sold 10,000 shares of Class A Common Stock in multiple transactions under a Rule 10b5-1 trading plan adopted on November 20, 2025, at prices including weighted-average sales within specified ranges. He continues to have indirect interests through entities holding Class B shares convertible into Class A on a one-to-one basis with no expiration date and through a grantor retained annuity trust holding Class A shares.

Positive

  • None.

Negative

  • None.
Insider SEIFERT THOMAS J
Role Chief Financial Officer
Sold 10,000 shs ($3.32M)
Approx. gross sale proceeds $3.32M
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) F12, F1 10,000 $0.00 $0.00
Exercise Class B Common Stock F1 10,000 $0.00 $0.00
Conversion Class B Common Stock F1 10,000 $0.00 $0.00
Conversion Class A Common Stock F1 10,000 -- --
Sale Class A Common Stock F2 100 $318.90 $32K
Sale Class A Common Stock F2 100 $320.89 $32K
Sale Class A Common Stock F2 100 $326.56 $33K
Sale Class A Common Stock F2, F3 300 $328.04 $98K
Sale Class A Common Stock F2, F4 700 $329.3731 $231K
Sale Class A Common Stock F2, F5 700 $330.2278 $231K
Sale Class A Common Stock F2, F6 1,196 $331.5898 $397K
Sale Class A Common Stock F2, F7 1,604 $332.5002 $533K
Sale Class A Common Stock F2, F8 2,632 $333.6171 $878K
Sale Class A Common Stock F2, F9 1,868 $334.5905 $625K
Sale Class A Common Stock F2, F10 600 $335.3197 $201K
Sale Class A Common Stock F2 100 $336.51 $34K
holding Class B Common Stock F1, F13 -- -- --
holding Class B Common Stock F1, F14 -- -- --
holding Class B Common Stock F1, F15 -- -- --
holding Class B Common Stock F1, F16 -- -- --
holding Class A Common Stock F11 -- -- --
Holdings After Transaction: Employee Stock Option (right to buy) — 0 contracts (Direct); Class B Common Stock — 8,925 contracts (Direct); Class A Common Stock — 107,902 shares (Direct); Class B Common Stock — 288,300 contracts (Indirect, See footnote); Class A Common Stock — 92,337 shares (Indirect, See footnote)
Footnotes (16)
  1. F1. 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. F2. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 20, 2025.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $327.80 to $328.16, 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 (10) to this Form 4.
  4. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $328.81 to $329.69, inclusive.
  5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $329.85 to $330.73, inclusive.
  6. F6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $331.09 to $332.07, inclusive.
  7. F7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $332.09 to $333.06, inclusive.
  8. F8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $333.11 to $334.10, inclusive.
  9. F9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $334.14 to $335.12, inclusive.
  10. F10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $335.16 to $335.53, inclusive.
  11. F11. The shares are held of record by the 2026 Seifert Grantor Retained Annuity Trust dated May 27, 2026, for which the reporting person serves as trustee.
  12. F12. Shares subject to the option are fully vested and immediately exercisable.
  13. F13. The shares are held of record by Center Court Partners Ltd., for which the reporting person serves as a partner.
  14. F14. The shares are held of record by Center Court 2020 Trust 1 dated December 11, 2020, for which the reporting person serves as trustee.
  15. F15. The shares are held of record by Center Court 2020 Trust 2 dated December 11, 2020, for which the reporting person serves as trustee.
  16. F16. The shares are held of record by Center Court 2020 Trust 3 dated December 11, 2020, for which the reporting person serves as trustee.
Options exercised 10,000 shares Employee stock option exercise by CFO on September 17, 2026
Option exercise price $2.04 per share Exercise price for 10,000-share employee stock option
Class A shares sold 10,000 shares Total Class A Common Stock sold on September 17, 2026
Example sale price $318.90 per share One of the reported per-share sale prices for Class A shares
Highest weighted-average range upper bound $335.53 per share Upper end of a weighted-average price range in the reported sales
GRAT Class A holdings 92,337 shares Class A shares held by the 2026 Seifert Grantor Retained Annuity Trust
Indirect underlying Class A via Center Court Partners 150,000 shares Underlying Class A shares associated with Class B held by Center Court Partners Ltd.
Underlying Class A per Center Court 2020 Trust 46,100 shares Underlying Class A shares associated with Class B held by each 2020 trust reported
Rule 10b5-1 trading plan regulatory
"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan"
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.
Grantor Retained Annuity Trust financial
"The shares are held of record by the 2026 Seifert Grantor Retained Annuity Trust"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
weighted average price financial
"The price reported in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible at any time into Class A"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
immediately exercisable financial
"Shares subject to the option are fully vested and immediately exercisable"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Cloudflare (NET) disclose about its CFO’s option exercise on September 17, 2026?

Cloudflare disclosed that CFO Thomas J. Seifert exercised employee stock options for 10,000 shares on September 17, 2026 at an exercise price of $2.04 per share, resulting in shares that were converted into Class A Common Stock.

How many Cloudflare (NET) Class A shares did the CFO sell and under what plan?

Thomas J. Seifert sold 10,000 shares of Class A Common Stock on September 17, 2026 in multiple transactions pursuant to a Rule 10b5-1 trading plan adopted on November 20, 2025.

At what prices were the Cloudflare (NET) Class A shares sold by the CFO?

The 10,000 Class A shares were sold in multiple trades at per-share prices that include specific prices such as $318.90 and $336.51, and weighted-average prices where footnotes state the shares were sold in ranges such as $327.80 to $328.16 and other specified ranges.

What are the terms of Cloudflare (NET) Class B Common Stock held or transacted by the CFO?

Each share of Class B Common Stock is convertible at any time into one share of Class A Common Stock at the reporting person’s election and has no expiration date, according to the filing’s footnote.

Are the Cloudflare (NET) shares in this Form 4 fully vested options?

Yes. A footnote states that the shares subject to the reported employee stock option are fully vested and immediately exercisable, confirming there was no additional vesting condition at the time of exercise.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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 TEXAS 78702

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/17/2026C10,000A(1)117,902D
Class A Common Stock09/17/2026S(2)100D$318.9117,802D
Class A Common Stock09/17/2026S(2)100D$320.89117,702D
Class A Common Stock09/17/2026S(2)100D$326.56117,602D
Class A Common Stock09/17/2026S(2)300D$328.04(3)117,302D
Class A Common Stock09/17/2026S(2)700D$329.3731(4)116,602D
Class A Common Stock09/17/2026S(2)700D$330.2278(5)115,902D
Class A Common Stock09/17/2026S(2)1,196D$331.5898(6)114,706D
Class A Common Stock09/17/2026S(2)1,604D$332.5002(7)113,102D
Class A Common Stock09/17/2026S(2)2,632D$333.6171(8)110,470D
Class A Common Stock09/17/2026S(2)1,868D$334.5905(9)108,602D
Class A Common Stock09/17/2026S(2)600D$335.3197(10)108,002D
Class A Common Stock09/17/2026S(2)100D$336.51107,902D
Class A Common Stock92,337ISee footnote(11)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)$2.0409/17/2026M10,000 (12)07/25/2027Class B Common Stock(1)10,000$00D
Class B Common Stock(1)09/17/2026M10,000 (1) (1)Class A Common Stock10,000$018,925D
Class B Common Stock(1)09/17/2026C10,000 (1) (1)Class A Common Stock10,000$08,925D
Class B Common Stock(1) (1) (1)Class A Common Stock150,000150,000ISee footnote(13)
Class B Common Stock(1) (1) (1)Class A Common Stock46,10046,100ISee footnote(14)
Class B Common Stock(1) (1) (1)Class A Common Stock46,10046,100ISee footnote(15)
Class B Common Stock(1) (1) (1)Class A Common Stock46,10046,100ISee footnote(16)
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 20, 2025.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $327.80 to $328.16, 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 (10) 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 $328.81 to $329.69, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $329.85 to $330.73, inclusive.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $331.09 to $332.07, inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $332.09 to $333.06, inclusive.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $333.11 to $334.10, inclusive.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $334.14 to $335.12, inclusive.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $335.16 to $335.53, inclusive.
11. The shares are held of record by the 2026 Seifert Grantor Retained Annuity Trust dated May 27, 2026, for which the reporting person serves as trustee.
12. Shares subject to the option are fully vested and immediately exercisable.
13. The shares are held of record by Center Court Partners Ltd., for which the reporting person serves as a partner.
14. The shares are held of record by Center Court 2020 Trust 1 dated December 11, 2020, for which the reporting person serves as trustee.
15. The shares are held of record by Center Court 2020 Trust 2 dated December 11, 2020, for which the reporting person serves as trustee.
16. The shares are held of record by Center Court 2020 Trust 3 dated December 11, 2020, for which the reporting person serves as trustee.
Remarks:
/s/ Charlotte Bowe, by power of attorney09/21/2026
** Signature of Reporting PersonDate
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)

Keep reading