Cloudflare (NET) Form 4 Filings

Cloudflare, Inc.’s Chief Legal Officer reported multiple open‑market sales of Class A common stock. On January 2, 2026, the officer sold blocks of shares at weighted average prices of $197.1032, $198.0256, $199.3135, and $199.8333, with the shares sold in each block executed across ranges from $196.52 up to $200.10 as described in the footnotes.

The transactions were coded as sales and were made under a Rule 10b5-1 trading plan that the reporting person adopted on November 25, 2024. Following these transactions, the officer reported continued beneficial ownership of Cloudflare Class A common stock, with the final reported balance at 104,101 shares held directly.

Cloudflare, Inc. director reports planned stock sales

A Cloudflare, Inc. director filed a Form 4 reporting several sales of Class A Common Stock made on December 29–30, 2025 under a pre-arranged Rule 10b5-1 trading plan adopted on February 14, 2025. On December 29, 2025, the reporting person sold 8,035 shares at a weighted average price of $201.3935 per share and 639 shares at a weighted average price of $202.3537 per share. On December 30, 2025, the reporting person sold 192 shares at a weighted average price of $201.2529 per share.

After these transactions, the reporting person beneficially owned 974,207 Class A shares indirectly through the Carl S. Ledbetter Trust dated February 14, 2020, and 19,599 Class A shares directly. The prices reported are weighted averages for multiple trades within the stated price ranges.

Cloudflare, Inc. director transaction: A director of Cloudflare sold 2,031 shares of Class A common stock on 12/22/2025 at a price of $200 per share. After this transaction, the director beneficially owns 37,723 shares of Class A common stock in direct form. The sale was made under a pre-arranged Rule 10b5-1 trading plan that the reporting person adopted on August 20, 2025, which is designed to allow scheduled trading of shares under preset conditions.

Cloudflare, Inc.’s Chief Financial Officer reported equity transactions in the company’s stock. On 12/22/2025, the CFO exercised an employee stock option for 10,000 shares of Class B Common Stock at an exercise price of $ 2.04 per share, which were convertible into Class A Common Stock on a one-to-one basis. The filing also shows multiple open-market sales of Class A Common Stock on the same date in several tranches, including 353 shares at a weighted average price of $ 198.6362, 1,000 shares at $ 200.5782, 4,836 shares at $ 201.5183, 3,328 shares at $ 202.3664, and 483 shares at $ 203.3469. These sales were made under a Rule 10b5‑1 trading plan adopted on November 26, 2024. After the reported transactions, the CFO directly held 137,486 shares of Class A Common Stock and additional indirect interests through entities and trusts.

Cloudflare, Inc. disclosed that a director carried out option-related share transactions on 12/15/2025. The director acquired 2,520 shares of Class A common stock at $44.72 per share through the exercise of stock options.

On the same day, the director sold several small blocks of Class A shares in multiple trades at weighted average prices such as $196.8488 and $202.6515, under a Rule 10b5-1 trading plan adopted on May 28, 2025. After these transactions, the director directly owned 495,191 Class A shares and held 20,160 stock options that are fully vested and immediately exercisable.

Cloudflare, Inc. insider activity: President and Board Co‑Chair, who is also a director, reported multiple transactions in Class A and Class B shares of Cloudflare over three days in December 2025. On each of 12/09/2025, 12/10/2025, and 12/11/2025, an employee stock option with a $2.04 exercise price for 25,641 shares of Class B Common Stock was exercised, and those Class B shares were converted into Class A Common Stock.

The filing shows several sales of Class A shares on those same dates under a Rule 10b5‑1 trading plan adopted on February 14, 2025, with weighted‑average sale prices in ranges from about $204.14 to $210.695 per share. The report also details substantial indirect holdings through multiple family trusts, many of which hold Class B shares that are convertible into Class A on a one‑to‑one basis at the reporting person’s election and have no expiration date.

Cloudflare CEO Matthew Prince, who is also Board Co-Chair and a director, reported multiple transactions in Cloudflare Class A common stock over several days in early December 2025. On December 3, 4, and 5, 2025, he converted blocks of Class B common stock into Class A common stock, including 30,209 shares on December 3 and 52,384 shares on both December 4 and 5, all held indirectly through trusts.

Following these conversions, he reported a series of open-market sales of Class A shares on the same dates at weighted average prices generally between about $198 and $205 per share, in multiple tranches. The filing states that each share of Class B stock is convertible into one share of Class A stock with no expiration and that the reported sales were made under a pre-arranged Rule 10b5‑1 trading plan adopted on February 11, 2025.

Cloudflare, Inc. reported that director Chad Skinner sold 134 shares of Class A common stock on 12/01/2025 at a price of $197.65 per share. The transaction was a sale and left him with 10,856 shares beneficially owned directly after the trade.

The filing notes that this sale was carried out under a Rule 10b5-1 trading plan that Chad Skinner adopted on May 30, 2025, indicating it was pre-arranged rather than an opportunistic trade.

Cloudflare, Inc.’s Chief Legal Officer reported selling a total of 3,000 shares of Class A common stock on 12/01/2025 in three market transactions. The reported weighted average sale prices were about $196.02, $197.46, and $197.77, with each tranche executed across multiple trades within stated price ranges. These sales were made under a pre-arranged Rule 10b5-1 trading plan that the reporting person adopted on November 25, 2024. After these transactions, the officer beneficially owns 113,101 shares of Cloudflare Class A common stock, all held directly.

Cloudflare, Inc. (NET) reported insider activity by its President and Board Co-Chair, who also serves as a director. The report covers transactions dated 11/25/2025 and 11/26/2025 involving Class B Common Stock, which is convertible at any time into Class A Common Stock on a one-to-one basis and has no expiration date.

The filing shows a gift of Class B Common Stock to a 501(c)(3) charitable organization and updates to indirect holdings through multiple trusts and annuity trusts. These include interests such as 552,438 Class A Common Stock equivalents held by The Sutherland/Zatlyn Revocable Trust dated November 17, 2016, and 2,064,551 Class A Common Stock equivalents held by The SZ 2021 Irrevocable Trust dated November 6, 2021, along with several 2023–2025 irrevocable and annuity trusts where the reporting person serves as trustee, co-trustee, appointer, or investment advisor.

Cloudflare, Inc. (NET) CEO and Board Co‑Chair Matthew Prince filed a Form 4 reporting changes in his indirect holdings of Cloudflare stock. The filing shows movements in Class B Common Stock, which is convertible into Class A Common Stock on a one‑to‑one basis at his election and has no expiration date.

The transactions include entries with code "G" involving 495,257 shares of Class B Common Stock on 11/25/2025 and 11/26/2025, with footnote (3) stating this represents a gift to a 501(c)(3) charitable organization. The securities are held through multiple trusts and an LLC, including the Matthew Prince Revocable Trust and several Prince family irrevocable and grantor retained annuity trusts, where Prince serves as trustee, co‑trustee, or investment advisor.

Cloudflare, Inc. (NET) reported insider activity by its President and Board Co‑Chair, who is also a director. The Form 4 shows that on 11/20/2025, 11/21/2025, and 11/24/2025, employee stock options to purchase 25,641 shares of Class B common stock at an exercise price of $2.04 per share were exercised multiple times.

Each share of Class B common stock is convertible into one share of Class A common stock, and the converted Class A shares were then sold in a series of open‑market transactions. The reported weighted average sale prices range from about $185.70 to $202.94, with sales executed under a Rule 10b5‑1 trading plan adopted on February 14, 2025.

The filing also details that the shares are held through various family trusts, including The Sutherland/Zatlyn Revocable Trust and several irrevocable and annuity trusts, with some positions being re‑registered among these entities on November 17, 2025.

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.

Cloudflare, Inc. (NET) CEO and Board Co-Chair Matthew Prince, a director and 10% owner, reported multiple transactions in Class A Common Stock on 11/17/2025, 11/18/2025, and 11/19/2025. Indirect holdings in Class B Common Stock were converted into Class A Common Stock on each of these dates, followed by a series of open-market sales of Class A shares at weighted average prices in ranges generally between $191.01 and $209.39. The transactions were carried out through the Matthew Prince Revocable Trust and related family trusts and were made pursuant to a Rule 10b5-1 trading plan adopted on February 11, 2025, indicating a pre-arranged schedule for these insider sales.

Cloudflare, Inc. (NET) director reported a routine insider sale of company stock. On 11/19/2025, the reporting person sold 2,031 shares of Class A common stock at a price of $196.38 per share. After this transaction, the director beneficially owned 39,754 shares of Cloudflare Class A common stock.

The sale was executed under a pre-arranged Rule 10b5-1 trading plan that the reporting person adopted on August 20, 2025, which is designed to allow insiders to systematically sell shares over time.

Cloudflare, Inc. (NET) CEO, director and 10% owner Matthew Prince reported equity award activity involving Class A common stock and performance stock units. On 11/15/2025, 21,889 performance-based restricted stock units became Class A shares, increasing his directly held stock. On the same date, 17,321 shares were withheld at $210.6 per share to cover tax obligations related to vesting, leaving 349,644 shares directly owned and 22,175 shares held indirectly through his revocable trust. The PSUs are tied to stock price goals from $156.00 to $579.00, with one tranche linked to a $203.00 price goal now eligible to vest in six quarterly installments beginning November 15, 2025.

Cloudflare (NET) reported insider equity activity by its President and Board Co-Chair, who is also a director. On November 15, 2025, 21,889 performance-based restricted stock units (PSUs) became Class A shares after the performance metric was met and began vesting in six equal quarterly installments starting that date. To cover related tax obligations, 20,058 Class A shares were withheld, leaving 349,644 Class A shares held directly.

The reporting person also has indirect ownership through two trusts that hold 34,013 and 19,615 Class A shares. The PSU award consists of multiple tranches tied to stock price goals between $156.00 and $579.00, with one tranche tied to a $203.00 stock price goal now eligible to vest and 131,334 PSUs remaining beneficially owned. The PSUs continue to vest quarterly, subject to service conditions, with certain provisions applying upon a change in control.

Cloudflare, Inc. (NET) reported an insider transaction by its Chief Accounting Officer on a Form 4. On 11/15/2025, 3,874 shares of Class A Common Stock were disposed of using transaction code "F" to cover taxes due upon the vesting of restricted stock units. On 11/18/2025, the officer executed several open-market sales of Class A shares under a pre-arranged Rule 10b5-1 trading plan adopted on February 18, 2025, at weighted average prices including $188.89, $190.13 and in ranges from $194.91 to $199.23. After these transactions, the officer beneficially owned 56,144 shares of Cloudflare Class A Common Stock, which includes 17 shares acquired under the company’s employee stock purchase plan on November 7, 2025.

Cloudflare, Inc. (NET) filed a Form 4 reporting an equity transaction by its Chief Financial Officer. On 11/15/2025, the CFO had 20,476 shares of Class A common stock withheld, coded "F," at a price of $210.6 per share. The filing explains that these shares were withheld to cover the reporting person's tax liability related to the vesting of restricted stock units. After this tax withholding, the CFO directly beneficially owns 169,041 shares of Cloudflare Class A common stock.

Cloudflare, Inc. (NET) filed a Form 4 reporting an automatic share withholding by its Chief Legal Officer. On 11/15/2025, 13,191 shares of Class A common stock were disposed of at a price of $210.6 per share, identified with transaction code "F," which indicates shares withheld to cover taxes.

After this tax withholding related to the vesting of restricted stock units, the reporting person beneficially owns 116,101 shares of Cloudflare Class A common stock held directly.

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.

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.

Cloudflare (NET) reported insider activity by its Chief Legal Officer on 11/03/2025 under a Rule 10b5-1 trading plan. The officer sold 955, 1,163, and 882 shares of Class A common stock at weighted average prices of $254.6648, $255.5833, and $256.4072, respectively. Following these sales, the officer beneficially owned 129,185 Class A shares directly.

The filing also shows option-related transactions coded “M,” reflecting 18,500 shares underlying an employee stock option at an exercise price of $2.04 and a conversion of Class B into Class A on a one-to-one basis, as permitted at the holder’s election.

Cloudflare, Inc. (NET) reported an insider transaction: a director filed a Form 4 detailing activity on 11/03/2025. The reporting person exercised a stock option for 2,520 shares at $44.72 and completed multiple open‑market sales the same day pursuant to a Rule 10b5-1 trading plan adopted on May 28, 2025.

Sale prices were disclosed as weighted averages across numerous trades, with ranges including $245.47–$245.97 and up to $256.955–$257.665 (see footnotes). After the transactions, the reporting person beneficially owned 495,191 Class A shares directly. 22,680 stock options were beneficially owned following the transactions. The option exercised is fully vested and carries an expiration date of 02/13/2032.

Cloudflare (NET) reported an insider transaction by a director. On 11/03/2025, the reporting person sold 1,000 shares of Class A common stock at $254.15 per share in an open-market transaction.

The filing notes the sale was made pursuant to a Rule 10b5-1 trading plan adopted on May 30, 2025. Following the sale, the director beneficially owns 10,990 shares, held directly.