=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2025-12-22
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: Cloudflare, Inc. (NET)
CIK: 0001477333
--- Reporting Owner ---
Name: SEIFERT THOMAS J
CIK: 0001473289
Role: Officer (Chief Financial Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Class A Common Stock
Date: 2025-12-22 | Code: C (Conversion of derivative)
Shares: +10,000
Shares Owned After: 147,486 | Ownership: D (Direct)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[Transaction #2]
Security: Class A Common Stock
Date: 2025-12-22 | Code: S (Open market sale)
Shares: -353 | Price: $198.64
Total Value: $70,118.58
Shares Owned After: 147,133 | Ownership: D (Direct)
Footnotes:
[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 26, 2024.
[F3] The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.34 to $199.06, 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 (7) to this Form 4.
[Transaction #3]
Security: Class A Common Stock
Date: 2025-12-22 | Code: S (Open market sale)
Shares: -1,000 | Price: $200.58
Total Value: $200,578.20
Shares Owned After: 146,133 | Ownership: D (Direct)
Footnotes:
[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 26, 2024.
[F4] The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.96 to $200.95, inclusive.
[Transaction #4]
Security: Class A Common Stock
Date: 2025-12-22 | Code: S (Open market sale)
Shares: -4,836 | Price: $201.52
Total Value: $974,542.50
Shares Owned After: 141,297 | Ownership: D (Direct)
Footnotes:
[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 26, 2024.
[F5] The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.04 to $202.03, inclusive.
[Transaction #5]
Security: Class A Common Stock
Date: 2025-12-22 | Code: S (Open market sale)
Shares: -3,328 | Price: $202.37
Total Value: $673,475.38
Shares Owned After: 137,969 | Ownership: D (Direct)
Footnotes:
[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 26, 2024.
[F6] The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.04 to $202.95, inclusive.
[Transaction #6]
Security: Class A Common Stock
Date: 2025-12-22 | Code: S (Open market sale)
Shares: -483 | Price: $203.35
Total Value: $98,216.55
Shares Owned After: 137,486 | Ownership: D (Direct)
Footnotes:
[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 26, 2024.
[F7] The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.20 to $203.59, inclusive.
--- Derivative Transactions ---
[Transaction #1]
Security: Employee Stock Option (right to buy)
Date: 2025-12-22 | Code: M (Exercise of derivative)
Shares: -10,000 | Price: $0.00
Exercisable: N/A | Expires: 2027-07-25
Shares Owned After: 90,341 | Ownership: D (Direct)
Footnotes:
[F8] Shares subject to the option are fully vested and immediately exercisable.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[Transaction #2]
Security: Class B Common Stock
Date: 2025-12-22 | Code: M (Exercise of derivative)
Shares: +10,000 | Price: $0.00
Shares Owned After: 18,925 | Ownership: D (Direct)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[Transaction #3]
Security: Class B Common Stock
Date: 2025-12-22 | Code: C (Conversion of derivative)
Shares: -10,000 | Price: $0.00
Shares Owned After: 8,925 | Ownership: D (Direct)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
--- Holdings ---
[Holding #1]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F9] The shares are held of record by Center Court Partners Ltd., for which the reporting person serves as a partner.
[Holding #2]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F10] The shares are held of record by Center Court 2020 Trust 1 UA 12/11/20, for which the reporting person serves as trustee.
[Holding #3]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F11] The shares are held of record by Center Court 2020 Trust 2 UA 12/11/20, for which the reporting person serves as trustee.
[Holding #4]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F1] Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
[F12] The shares are held of record by Center Court 2020 Trust 3 UA 12/11/20, for which the reporting person serves as trustee.
--- Footnotes (Complete Index) ---
F1: Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
F10: The shares are held of record by Center Court 2020 Trust 1 UA 12/11/20, for which the reporting person serves as trustee.
F11: The shares are held of record by Center Court 2020 Trust 2 UA 12/11/20, for which the reporting person serves as trustee.
F12: The shares are held of record by Center Court 2020 Trust 3 UA 12/11/20, for which the reporting person serves as trustee.
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 26, 2024.
F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.34 to $199.06, 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 (7) to this Form 4.
F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.96 to $200.95, inclusive.
F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.04 to $202.03, inclusive.
F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.04 to $202.95, inclusive.
F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.20 to $203.59, inclusive.
F8: Shares subject to the option are fully vested and immediately exercisable.
F9: The shares are held of record by Center Court Partners Ltd., for which the reporting person serves as a partner.
--- Signature ---
/s/ /s/ Chad Skinner, by power of attorney (2025-12-23)
