Changes in Beneficial Ownership · 4
Cloudflare, Inc.
NETNYSEEQUITYCurrent
Changes in Beneficial Ownership
Structured filing — 4
wk-form4_1792451081.xml
Filing details
- Report period
- 2026-10-15
- Issuer
- Cloudflare, Inc.
- Issuer CIK
- 0001477333
- Trading symbol
- NET
- Rule 10b5-1 indication
- Checked
Reporting owner 1
- Name
- SEIFERT THOMAS J
- Reporting owner CIK
- 0001473289
- Relationship
- Officer
- Officer title
- Chief Financial Officer
- Address
- C/O CLOUDFLARE, INC., 405 COMAL STREET, AUSTIN, TX, 78702
Non-derivative transactions
| Security | Transaction date | Code | Amount | A / D | Price (USD) | Owned after | Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | 2026-10-15 | F · Form 4[F1] | 2,944 | D | 316.32 | 104,958 | D |
| Class A Common Stock | 2026-10-19 | M · Form 4 | 12,500 | A | 44.72 | 117,458 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 1,100 | D | 297.2919[F3] | 116,358 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 3,401 | D | 298.3212[F4] | 112,957 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 3,756 | D | 299.3555[F5] | 109,201 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 2,643 | D | 300.3914[F6] | 106,558 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 598 | D | 301.9943[F7] | 105,960 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 502 | D | 303.2558[F8] | 105,458 | D |
| Class A Common Stock | 2026-10-19 | S · Form 4[F2] | 500 | D | 304.15[F9] | 104,958 | D |
Table key
- F · Form 4
- Securities delivered or withheld for exercise price or tax liability under Rule 16b-3
- D
- Direct
- M · Form 4
- Exempt derivative exercise or conversion under Rule 16b-3
- A
- Acquired
- S · Form 4
- Sale on the market or privately
Non-derivative holdings
| Security | Amount owned | Ownership | Nature of ownership |
|---|---|---|---|
| Class A Common Stock | 92,337 | I | See footnote[F10] |
Table key
- I
- Indirect
Derivative transactions
| Security | Conversion / exercise price (USD) | Transaction date | Code | Amount | A / D | Price (USD) | Exercisable | Expires | Underlying security | Underlying shares | Owned after | Ownership |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock Option (right to buy) | 44.72 | 2026-10-19 | M · Form 4 | 12,500 | D | 0 | [F11] | 2032-02-13 | Class A Common Stock | 12,500 | 487,500 | D |
Table key
- M · Form 4
- Exempt derivative exercise or conversion under Rule 16b-3
- D
- Direct
Footnotes
- F1
- The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of restricted stock units, or RSUs.↩ 1
- F2
- The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 20, 2025.↩ 1↩ 2↩ 3↩ 4↩ 5↩ 6↩ 7
- F3
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $296.84 to $297.75, 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 (3) through (9) to this Form 4.↩ 1
- F4
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $297.90 to $298.85, inclusive.↩ 1
- F5
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $298.93 to $299.92, inclusive.↩ 1
- F6
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $299.93 to $300.91, inclusive.↩ 1
- F7
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $301.55 to $302.29, inclusive.↩ 1
- F8
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $302.57 to $303.56, inclusive.↩ 1
- F9
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $303.91 to $304.48, inclusive.↩ 1
- F10
- The shares are held of record by the 2026 Seifert Grantor Retained Annuity Trust dated May 27, 2026, for which the reporting person serves as trustee.↩ 1
- F11
- The shares subject to the Performance Stock Option are comprised of nine separate tranches that become eligible to vest upon achievement of certain stock price targets (the "Stock Price Goals"). Upon satisfaction of a Stock Price Goal, 1/6 of the shares subject to the applicable tranche vests and becomes exercisable on each Issuer quarterly vesting date (2/15, 5/15, 8/15 or 11/15) occurring on or after the date of certification of achievement of the applicable Stock Price Goal for such tranche. As of the date of this report, six of the nine stock price goals have been satisfied and the underlying shares vest as set forth above. The remaining three tranches, representing 277,500 shares subject to the Performance Stock Option, become eligible to vest upon achievement of the applicable Stock Price Goal.↩ 1
Signature 1
- Signed
- /s/ Charlotte Bowe, by power of attorney
- Date
- 2026-10-19