Cloudflare (NET) insider updates holdings after 15,000-share sale

Rhea-AI Filing Summary

Cloudflare, Inc. (NET) director reports planned share sale. A reporting person serving as a director sold a total of 15,000 shares of Class A common stock on 11/17/2025 under a Rule 10b5-1 trading plan adopted on February 14, 2025. The sales were executed in multiple transactions at weighted average prices ranging from about $206.99 to $211.89 per share. After these sales, 983,073 shares are held indirectly through the Carl S. Ledbetter Trust dated February 14, 2020, and 19,599 shares are reported as directly owned.

Insider Trade Summary

Net Seller: 15,000 shares ($3,119,400)

Net Sell 6 txns

Insider Ledbetter Carl

Role Director

Sold 15,000 shs ($3.12M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	8,460	$207.305	$1.75M
Sale	Class A Common Stock	4,041	$208.2964	$842K
Sale	Class A Common Stock	2,095	$209.3598	$439K
Sale	Class A Common Stock	400	$211.045	$84K
Sale	Class A Common Stock	4	$211.8725	$847.49
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 989,613 shares (Indirect, See footnote); Class A Common Stock — 19,599 shares (Direct)

Footnotes (1)

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 14, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.99 to $207.98, 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 (2) and (4) through (7) to this Form 4. The shares are held of record by the Carl S. Ledbetter Trust dated February 14, 2020, for which the reporting person serves as a trustee. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $208.00 to $208.72, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.00 to $209.69, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.77 to $211.31, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $211.82 to $211.89, inclusive.

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^*

Ledbetter Carl

(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)
11/17/2025

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	11/17/2025		S(1)		8,460	D	$207.305(2)	989,613	I	See footnote(3)
Class A Common Stock	11/17/2025		S(1)		4,041	D	$208.2964(4)	985,572	I	See footnote(3)
Class A Common Stock	11/17/2025		S(1)		2,095	D	$209.3598(5)	983,477	I	See footnote(3)
Class A Common Stock	11/17/2025		S(1)		400	D	$211.045(6)	983,077	I	See footnote(3)
Class A Common Stock	11/17/2025		S(1)		4	D	$211.8725(7)	983,073	I	See footnote(3)
Class A Common Stock								19,599	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 February 14, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.99 to $207.98, 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 (2) and (4) through (7) to this Form 4.

3. The shares are held of record by the Carl S. Ledbetter Trust dated February 14, 2020, for which the reporting person serves as a trustee.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $208.00 to $208.72, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.00 to $209.69, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $210.77 to $211.31, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $211.82 to $211.89, inclusive.

Remarks:

	/s/ Lindsey Cochran, by power of attorney	11/17/2025
	** 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) disclose in this Form 4 filing?

The filing reports that a director of Cloudflare, Inc. sold 15,000 shares of Class A common stock on 11/17/2025 and updated their beneficial ownership.

How many Cloudflare (NET) shares did the insider sell and at what prices?

The reporting person sold a total of 15,000 Class A shares at weighted average prices including $207.305, $208.2964, $209.3598, $211.045, and $211.8725 per share.

Was the Cloudflare (NET) insider sale under a Rule 10b5-1 plan?

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 14, 2025.

How many Cloudflare (NET) shares does the reporting person still beneficially own?

Following the reported transactions, the filing shows 983,073 shares held indirectly through the Carl S. Ledbetter Trust and 19,599 shares held directly.

Who holds the indirectly owned Cloudflare (NET) shares?

The indirectly owned shares are held by the Carl S. Ledbetter Trust dated February 14, 2020, for which the reporting person serves as a trustee.

What is the relationship of the reporting person to Cloudflare (NET)?

The reporting person is identified as a director of Cloudflare, Inc. and filed this Form 4 as a single reporting person.