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Cloudflare insider converts 7,000 Class B to A, gifts 7,000 A shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cloudflare (NET) reported an insider equity move by its Chief Legal Officer. On November 11, 2025, the officer converted 7,000 shares of Class B Common Stock into Class A Common Stock (code C), then made a gift of 7,000 Class A shares (code G) at $0.

Following these transactions, the officer beneficially owned 129,292 shares of Class A directly. The filing also shows 30,175 shares of Class B remaining as derivative securities, which are convertible one‑for‑one into Class A with no expiration, per the footnote. The Class A balance includes 107 shares acquired under the employee stock purchase plan on November 7, 2025.

Positive

  • None.

Negative

  • None.

Insights

Administrative share-class conversion and gift; neutral impact.

The Chief Legal Officer converted 7,000 Class B shares into Class A and gifted 7,000 Class A shares on November 11, 2025. This sequence reflects a personal share-class change followed by a non-cash transfer (gift), not an open-market sale.

Per the footnote, Class B converts one-for-one into Class A with no expiration, and the officer’s post-transaction positions are 129,292 Class A (direct) and 30,175 Class B remaining as derivative securities. These actions do not signal operational or financial changes at Cloudflare.

Subsequent filings may provide additional routine updates to beneficial ownership as equity plans or conversions occur.

Insider Kramer Douglas James
Role Chief Legal Officer
Type Security Shares Price Value
Conversion Class B Common Stock 7,000 $0.00 --
Conversion Class A Common Stock 7,000 $0.00 --
Gift Class A Common Stock 7,000 $0.00 --
Holdings After Transaction: Class B Common Stock — 30,175 shares (Direct); Class A Common Stock — 136,292 shares (Direct)
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. Includes 107 shares of Class A Common Stock acquired under the Issuer's employee stock purchase plan on November 7, 2025.
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*
Kramer Douglas James

(Last) (First) (Middle)
C/O CLOUDFLARE, INC.
900 19TH STREET NW, SUITE 375

(Street)
WASHINGTON DC 20006

(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 Legal Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025
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 11/11/2025 C 7,000 A (1) 136,292(2) D
Class A Common Stock 11/11/2025 G 7,000 D $0 129,292 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
Class B Common Stock (1) 11/11/2025 C 7,000 (1) (1) Class A Common Stock 7,000 $0 30,175 D
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. Includes 107 shares of Class A Common Stock acquired under the Issuer's employee stock purchase plan on November 7, 2025.
Remarks:
/s/ Lindsey Cochran, by power of attorney 11/12/2025
** 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.
Cloudflare Inc

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68.51B
315.29M
Software - Infrastructure
Services-prepackaged Software
Link
United States
SAN FRANCISCO