Welcome to our dedicated page for Cloudflare SEC filings (Ticker: NET), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Cloudflare, Inc. SEC filings document material-event reporting for its connectivity cloud business and Class A common stock. Recent 8-K and 8-K/A filings cover quarterly operating results, Regulation FD disclosures, press-release exhibits, and amendments to material-event reports.
The filings also record governance and corporate matters, including executive transition disclosures and Item 2.05 reporting on costs associated with exit or disposal activities tied to the company’s operating model. These records frame Cloudflare’s formal disclosures around results, restructuring-related charges, leadership changes, and public-company reporting controls.
Cloudflare, Inc. (NET) director and President/Board Co-Chair Michelle Zatlyn reported a Form 4 covering a tax-related share disposition. On 2026-08-15, 23,157 shares of Class A Common Stock were withheld at $315.78 per share to satisfy tax liabilities tied to vesting PSUs and RSUs. After this withholding, she held 315,300 shares directly, and additional shares are held indirectly through the Sutherland/Zatlyn Revocable Trust and the SZ 2021 Irrevocable Trust.
Cloudflare, Inc. (symbol NET) is the issuer for a planned sale of common stock under Rule 144 by officer Alissa M. Starzak. The notice lists a planned transaction involving 2,538 common shares through Morgan Stanley Smith Barney LLC, with an indicated value of $773,277.84, targeting execution on August 18, 2026 on the NYSE. The filing also reports prior sales over the past three months totaling 19,576 common shares, with reported proceeds of $4,543,617.43.
Cloudflare, Inc. insider Alissa M. Starzak filed a Form 144 notice covering a proposed sale of 3,333 shares of common stock, with an aggregate market value of $1,033,736.28, through Morgan Stanley Smith Barney LLC Executive Financial Services on or after August 17, 2026 on the NYSE. The shares relate to a stock option exercise to be settled in cash with the issuer. The filing also lists a prior sale during the past three months of 16,243 shares of common stock on May 28, 2026 for aggregate proceeds of $3,510,881.15.
Cloudflare, Inc. insider Thomas Seifert filed to sell 10,000 shares of common stock, to be sold through Morgan Stanley Smith Barney LLC on August 17, 2026 on the NYSE, in connection with an exercise of stock options for cash. The filing also lists prior sales under a 10b5-1 Sales Plan over the past three months: 55,000 shares on August 4, 2026 for $16,516,285.50, and 10,000 shares each on July 17, 2026 for $2,769,195.00, June 17, 2026 for $2,323,887.00, and May 18, 2026 for $2,006,068.00.
Cloudflare, Inc. issued $2.50 billion aggregate principal amount of 0% Convertible Senior Notes due 2031 in a Rule 144A private offering. The notes mature on August 15, 2031, bear no regular interest, and are senior unsecured obligations.
The initial conversion rate is 2.0123 shares of Class A common stock per $1,000 principal amount, implying a conversion price of about $496.94 per share, a 60% premium to the $310.59 share price on August 10, 2026. Cloudflare may settle conversions in cash, stock, or a combination, and can redeem the notes for cash on or after August 20, 2029 if share-price conditions are met, or entirely if less than $200.0 million remains outstanding.
Net proceeds were about $2,462.3 million, including the full greenshoe exercise. Cloudflare spent $259.5 million on capped call transactions that are designed to offset dilution up to an initial cap price of about $854.12 per share (a 175% premium). Remaining proceeds are earmarked for general corporate purposes, including working capital, capital expenditures, debt repayment, and potential acquisitions. A concurrent amendment to the revolving credit agreement increases the cap on cash and securities deducted in the consolidated total net leverage ratio calculation to $2.0 billion.
Cloudflare, Inc. director John Graham-Cumming exercised 2,520 stock options at an exercise price of $44.72 per share into Class A Common Stock and on the same date sold 2,520 shares in multiple open-market transactions at weighted average prices within disclosed ranges, pursuant to a Rule 10b5-1 trading plan adopted on May 28, 2025. The option reported is now fully exercised with 0 derivative shares remaining from that grant.
Cloudflare, Inc. Chief Financial Officer Thomas J. Seifert reported an option exercise-and-sale on August 4, 2026. He exercised 55,000 shares under a Performance Stock Option at an exercise price of $44.7200 per share, receiving 55,000 shares of Class A Common Stock, and then sold 53,861 shares at a weighted average price of $300.2812 (with individual trades from $300.00 to $300.99) and 1,139 shares at $301.0000 per share. These sales were effected under a Rule 10b5-1 trading plan adopted on November 20, 2025.
The Performance Stock Option consists of nine tranches tied to stock price goals; as of this report, five goals have been achieved and 500,000 shares remain subject to the award, while four remaining tranches representing 333,000 shares will become eligible to vest upon achievement of additional stock price goals. An additional 92,337 Class A shares are held of record by the 2026 Seifert Grantor Retained Annuity Trust dated May 27, 2026, for which Mr. Seifert serves as trustee.
Cloudflare, Inc. director Carl Ledbetter, through the Carl S. Ledbetter Trust, reported selling 5,000 shares of Class A Common Stock on August 6, 2026 under a Rule 10b5-1 trading plan adopted on February 25, 2026.
The four indirect sales were executed at prices around $280–$284 per share, with several reported as weighted-average prices within that range.
Cloudflare, Inc. reported strong top-line growth for the quarter ended June 30, 2026, with revenue of $696,061 (in thousands), up from $512,316 (in thousands) a year earlier, and six‑month revenue of $1,335,816 (in thousands). Gross profit was $499,517 (in thousands), but operating expenses of $705,213 (in thousands), including restructuring and other charges of $150,693 (in thousands), led to a loss from operations of $205,696 (in thousands) and a net loss of $169,981 (in thousands), or $0.48 per share.
Liquidity remains solid: as of June 30, 2026 Cloudflare held cash and cash equivalents of $1,663,773 (in thousands) and available‑for‑sale securities of $2,499,025 (in thousands), with total assets of $6,474,127 (in thousands) and stockholders’ equity of $1,620,020 (in thousands). Net cash provided by operating activities for the first six months was $275,894 (in thousands). Remaining performance obligations totaled $2,732.0 million, with 64% expected to be recognized within 12 months.
Strategically, Cloudflare advanced its agentic AI‑first strategy, acquiring VoidZero, Inc. for $164.2 million and recording $143.0 million of goodwill, while also implementing a restructuring plan that reduced approximately 20% of its workforce and is expected to result in up to $165 million of total charges. Convertible capital structure remains significant, with 0% Convertible Senior Notes due 2026 and 2030 outstanding, and a $400.0 million revolving credit facility available and undrawn. Cloudflare also noted that the U.S. Office of Foreign Assets Control issued a No Action Letter following the company’s voluntary self‑disclosure under U.S. sanctions rules.
Cloudflare, Inc. reported strong growth for the quarter ended June 30, 2026, with revenue of $696.1 million, an increase of 36% year-over-year. GAAP gross profit was $499.5 million with a 71.8% margin, while GAAP loss from operations widened to $205.7 million, or 29.6% of revenue, reflecting $150.7 million in restructuring and other charges. Non-GAAP income from operations was $96.1 million, a 13.8% margin. GAAP net loss was $170.0 million, or $(0.48) per share, versus a $(0.15) loss a year earlier, while non-GAAP net income rose to $107.8 million, or $0.29 per diluted share.
Operating cash flow was $117.6 million and free cash flow improved to $56.4 million, 8% of revenue. The company highlighted Current RPO year-over-year growth of 35% and ended the quarter with $4,162.8 million in cash, cash equivalents, and available-for-sale securities. For Q3 2026, Cloudflare expects revenue of $736.0 to $737.0 million, non-GAAP income from operations of $129.0 to $130.0 million, and non-GAAP EPS of $0.34. Full-year 2026 guidance calls for revenue of $2,864.0 to $2,870.0 million and non-GAAP income from operations of $443.0 to $445.0 million, with non-GAAP EPS of $1.25 to $1.26.