Morgan Stanley unit now under 5% of Cloudflare (NYSE: NET) shares

Rhea-AI Filing Summary

Morgan Stanley reports beneficial ownership of 16,803,415 shares of Cloudflare, Inc. Class A common stock, representing 5.3% of the class as of 12/31/2025. These shares are held with shared voting and dispositive power, not sole control.

Morgan Stanley Investment Management Inc. separately reports beneficial ownership of 15,737,757 shares, or 4.9% of the class, and states it has ceased to be a beneficial owner of more than five percent. The securities are described as acquired and held in the ordinary course of business, without the purpose or effect of changing or influencing control of Cloudflare.

Insights

Equity ownership and governance analyst

Morgan Stanley discloses a 5.3% passive stake in Cloudflare, while an affiliated adviser falls below the 5% reporting threshold.

The filing shows Morgan Stanley beneficially owning 16,803,415 Cloudflare Class A shares, or 5.3% of the class, with shared voting and dispositive power. This level makes Morgan Stanley a significant but minority holder, with no sole voting authority over these shares.

Morgan Stanley Investment Management Inc. reports 15,737,757 shares, or 4.9%, and explicitly notes it has ceased to be a beneficial owner of more than five percent. The certification states the holdings are in the ordinary course of business and not aimed at changing or influencing control, indicating a passive investment posture rather than an activist or strategic move.

The amendment date of 12/31/2025 anchors the ownership snapshot. Future Schedule 13D or 13G updates, if any, would clarify whether Morgan Stanley’s aggregate stake materially increases, decreases, or changes status from passive to active.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 6)

Cloudflare, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

18915M107

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 18915M107

1

Names of Reporting Persons

Morgan Stanley

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 14,874,525.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,803,415.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,803,415.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.3 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP No. 18915M107

1

Names of Reporting Persons

Morgan Stanley Investment Management Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 13,961,687.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 15,737,757.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,737,757.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.9 %

12

Type of Reporting Person (See Instructions)

IA, CO

Comment for Type of Reporting Person: As of the date hereof, Morgan Stanley Investment Management Inc. has ceased to be the beneficial owner of more than five percent of the class of securities.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cloudflare, Inc.
(b)	Address of issuer's principal executive offices: 101 TOWNSEND ST., SAN FRANCISCO, CA, 94107
Item 2.
(a)	Name of person filing: 1: Morgan Stanley 2: Morgan Stanley Investment Management Inc.
(b)	Address or principal business office or, if none, residence: 1: 1585 Broadway, New York, NY 10036 ;2: 1585 Broadway New York, NY 10036
(c)	Citizenship: 1: Delaware 2: Delaware
(d)	Title of class of securities: Class A Common Stock
(e)	CUSIP No.: 18915M107
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See the response(s) to Item 9 on the attached cover page(s).
(b)	Percent of class: 5.3 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See the response(s) to Item 5 on the attached cover page(s).
	(ii) Shared power to vote or to direct the vote: See the response(s) to Item 6 on the attached cover page(s).
	(iii) Sole power to dispose or to direct the disposition of: See the response(s) to Item 7 on the attached cover page(s).
	(iv) Shared power to dispose or to direct the disposition of: See the response(s) to Item 8 on the attached cover page(s).
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99.2
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. * In Accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned, or that may be deemed to be beneficially owned, by certain operating units (collectively, the "MS Reporting Units") of Morgan Stanley and its subsidiaries and affiliates (collectively, "MS"). This filing does not reflect securities, if any, beneficially owned by any operating units of MS whose ownership of securities is disaggregated from that of the MS Reporting Units in accordance with the Release.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Morgan Stanley

Signature:	Chris O'Hara
Name/Title:	Authorized Signatory, Morgan Stanley
Date:	02/12/2026

Morgan Stanley Investment Management Inc.

Signature:	Deidre A. Downes
Name/Title:	Authorized Signatory, Morgan Stanley Investment Management Inc.
Date:	02/12/2026

Exhibit Information

EXHIBIT NO. EXHIBITS ------------------ ------------------------------------ 99.1 Joint Filing Agreement 99.2 Item 7 Information * Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).

FAQ

What percentage of Cloudflare (NET) shares does Morgan Stanley report owning?

Morgan Stanley reports beneficial ownership of 5.3% of Cloudflare’s Class A common stock. The firm discloses 16,803,415 shares with shared voting and dispositive power as of December 31, 2025, making it a significant but non-controlling institutional shareholder in the company.

How many Cloudflare (NET) shares does Morgan Stanley Investment Management Inc. beneficially own?

Morgan Stanley Investment Management Inc. reports beneficial ownership of 15,737,757 Cloudflare Class A shares. This stake represents 4.9% of the class, according to the Schedule 13G/A, and is held with shared voting and dispositive power rather than sole authority over the securities.

Has Morgan Stanley Investment Management remained above the 5% threshold in Cloudflare (NET)?

No. Morgan Stanley Investment Management Inc. states it has ceased to be a beneficial owner of more than five percent. It now reports a 4.9% stake in Cloudflare’s Class A common stock, placing it just below the regulatory threshold that typically triggers enhanced ownership reporting.

Is Morgan Stanley’s Cloudflare (NET) stake intended to influence control of the company?

The filing certifies the Cloudflare shares were acquired and are held in the ordinary course of business. It states they were not acquired, and are not held, for the purpose or effect of changing or influencing control of Cloudflare, indicating a passive investment posture.

What type of SEC filing did Morgan Stanley submit regarding Cloudflare (NET)?

Morgan Stanley filed Amendment No. 6 to a Schedule 13G relating to Cloudflare. A Schedule 13G is a beneficial ownership report typically used by certain institutional or passive investors when their holdings exceed specified thresholds in a company’s registered equity securities.

As of what date are Morgan Stanley’s Cloudflare (NET) ownership figures reported?

The ownership figures are reported as of December 31, 2025. This date is identified as the event requiring the filing, providing a specific snapshot of Morgan Stanley’s and Morgan Stanley Investment Management’s beneficial holdings in Cloudflare at year-end 2025.