Matthew Prince - 06 Jan 2026 Form 4 Insider Report for Cloudflare, Inc. (NET)

Role
CEO & Board Co-Chair, Director, 10%+ Owner
Signature
/s/ Chad Skinner, by power of attorney
Issuer symbol
NET
Transactions as of
06 Jan 2026
Net transactions value
-$30,701,127
Form type
4
Filing time
08 Jan 2026, 19:31:45 UTC
Previous filing
05 Dec 2025
Next filing
10 Feb 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Prince Matthew CEO & Board Co-Chair, Director, 10%+ Owner C/O CLOUDFLARE, INC.,, 405 COMAL STREET, AUSTIN /s/ Chad Skinner, by power of attorney 08 Jan 2026 0001786925

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NET Class A Common Stock Conversion of derivative security +52,384 52,384 06 Jan 2026 See footnote F1, F2
transaction NET Class A Common Stock Sale $2,051,410 -10,666 -20% $192.33 41,718 06 Jan 2026 See footnote F2, F3, F4
transaction NET Class A Common Stock Sale $2,773,368 -14,358 -34% $193.16 27,360 06 Jan 2026 See footnote F2, F3, F5
transaction NET Class A Common Stock Sale $458,345 -2,361 -8.6% $194.13 24,999 06 Jan 2026 See footnote F2, F3, F6
transaction NET Class A Common Stock Sale $804,107 -4,118 -16% $195.27 20,881 06 Jan 2026 See footnote F2, F3, F7
transaction NET Class A Common Stock Sale $1,244,274 -6,337 -30% $196.35 14,544 06 Jan 2026 See footnote F2, F3, F8
transaction NET Class A Common Stock Sale $2,129,599 -10,798 -74% $197.22 3,746 06 Jan 2026 See footnote F2, F3, F9
transaction NET Class A Common Stock Sale $741,520 -3,746 -100% $197.95 0 06 Jan 2026 See footnote F2, F3, F10
transaction NET Class A Common Stock Conversion of derivative security +52,384 52,384 07 Jan 2026 See footnote F1, F2
transaction NET Class A Common Stock Sale $813,635 -4,099 -7.8% $198.50 48,285 07 Jan 2026 See footnote F2, F3, F11
transaction NET Class A Common Stock Sale $918,854 -4,610 -9.5% $199.32 43,675 07 Jan 2026 See footnote F2, F3, F12
transaction NET Class A Common Stock Sale $2,214,782 -11,057 -25% $200.31 32,618 07 Jan 2026 See footnote F2, F3, F13
transaction NET Class A Common Stock Sale $511,972 -2,543 -7.8% $201.33 30,075 07 Jan 2026 See footnote F2, F3, F14
transaction NET Class A Common Stock Sale $1,143,987 -5,647 -19% $202.58 24,428 07 Jan 2026 See footnote F2, F3, F15
transaction NET Class A Common Stock Sale $3,382,754 -16,653 -68% $203.13 7,775 07 Jan 2026 See footnote F2, F3, F16
transaction NET Class A Common Stock Sale $1,587,443 -7,775 -100% $204.17 0 07 Jan 2026 See footnote F2, F3, F17
transaction NET Class A Common Stock Conversion of derivative security +52,384 52,384 08 Jan 2026 See footnote F1, F2
transaction NET Class A Common Stock Sale $711,898 -3,815 -7.3% $186.61 48,569 08 Jan 2026 See footnote F2, F3, F18
transaction NET Class A Common Stock Sale $2,665,478 -14,219 -29% $187.46 34,350 08 Jan 2026 See footnote F2, F3, F19
transaction NET Class A Common Stock Sale $2,175,813 -11,553 -34% $188.33 22,797 08 Jan 2026 See footnote F2, F3, F20
transaction NET Class A Common Stock Sale $841,175 -4,447 -20% $189.16 18,350 08 Jan 2026 See footnote F2, F3, F21
transaction NET Class A Common Stock Sale $1,241,182 -6,518 -36% $190.42 11,832 08 Jan 2026 See footnote F2, F3, F22
transaction NET Class A Common Stock Sale $885,087 -4,627 -39% $191.29 7,205 08 Jan 2026 See footnote F2, F3, F23
transaction NET Class A Common Stock Sale $215,822 -1,121 -16% $192.53 6,084 08 Jan 2026 See footnote F2, F3, F24
transaction NET Class A Common Stock Sale $305,882 -1,582 -26% $193.35 4,502 08 Jan 2026 See footnote F2, F3, F25
transaction NET Class A Common Stock Sale $244,148 -1,255 -28% $194.54 3,247 08 Jan 2026 See footnote F2, F3, F26
transaction NET Class A Common Stock Sale $184,733 -946 -29% $195.28 2,301 08 Jan 2026 See footnote F2, F3, F27
transaction NET Class A Common Stock Sale $271,332 -1,381 -60% $196.48 920 08 Jan 2026 See footnote F2, F3, F28
transaction NET Class A Common Stock Sale $142,125 -718 -78% $197.95 202 08 Jan 2026 See footnote F2, F3, F29
transaction NET Class A Common Stock Sale $40,400 -202 -100% $200.00 0 08 Jan 2026 See footnote F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NET Class B Common Stock Conversion of derivative security $0 -52,384 -1% $0.000000 5,138,234 06 Jan 2026 Class A Common Stock 52,384 See footnote F1, F2
transaction NET Class B Common Stock Conversion of derivative security $0 -52,384 -1% $0.000000 5,085,850 07 Jan 2026 Class A Common Stock 52,384 See footnote F1, F2
transaction NET Class B Common Stock Conversion of derivative security $0 -52,384 -1% $0.000000 5,033,466 08 Jan 2026 Class A Common Stock 52,384 See footnote F1, F2
holding NET Class B Common Stock 6,928,408 06 Jan 2026 Class A Common Stock 6,928,408 See footnote F1, F30
holding NET Class B Common Stock 1,060,000 06 Jan 2026 Class A Common Stock 1,060,000 See footnote F1, F31
holding NET Class B Common Stock 2,951,829 06 Jan 2026 Class A Common Stock 2,951,829 See footnote F1, F32
holding NET Class B Common Stock 3,065,015 06 Jan 2026 Class A Common Stock 3,065,015 See footnote F1, F33
holding NET Class B Common Stock 3,103,139 06 Jan 2026 Class A Common Stock 3,103,139 See footnote F1, F34
holding NET Class B Common Stock 2,000,000 06 Jan 2026 Class A Common Stock 2,000,000 See footnote F1, F35
holding NET Class B Common Stock 2,000,000 06 Jan 2026 Class A Common Stock 2,000,000 See footnote F1, F36
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
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.
F2 The shares are held of record by The Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee.
F3 The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 11, 2025.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.73 to $192.725, 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 (4) through (29) to this Form 4.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.73 to $193.72, inclusive.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.73 to $194.71, inclusive.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.73 to $195.725, inclusive.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.73 to $196.7275, inclusive.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.73 to $197.695, inclusive.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.73 to $198.39, inclusive.
F11 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.79 to $198.77, inclusive.
F12 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.79 to $199.78, inclusive.
F13 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.79 to $200.78, inclusive.
F14 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.79 to $201.785, inclusive.
F15 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.79 to $202.785, inclusive.
F16 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.79 to $203.785, inclusive.
F17 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $203.79 to $204.525, inclusive.
F18 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $185.87 to $186.865, inclusive.
F19 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $186.87 to $187.865, inclusive.
F20 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $187.87 to $188.835, inclusive.
F21 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.87 to $189.80, inclusive.
F22 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.92 to $190.885, inclusive.
F23 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.925 to $191.92, inclusive.
F24 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.925 to $192.91, inclusive.
F25 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.94 to $193.865, inclusive.
F26 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.06 to $195.025, inclusive.
F27 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.06 to $195.89, inclusive.
F28 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.12 to $196.80, inclusive.
F29 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.535 to $198.43, inclusive.
F30 The shares are held of record by The Prince Family Nonexempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor.
F31 The shares are held of record by The Prince Family Exempt Irrevocable Trust dated March 29, 2016, for which the reporting person serves as an investment advisor.
F32 The shares are held of record by The Prince 2021 Remainder Trust dated September 23, 2021, for which the reporting person serves as an investment advisor.
F33 The shares are held of record by The Matthew Prince 2024 Grantor Retained Annuity Trust dated May 20, 2024, for which the reporting person serves as co-trustee and investment advisor.
F34 The shares are held of record by The Matthew Prince 2024 Grantor Retained Annuity Trust 2 dated 08/20/2024, for which the reporting person serves as co-trustee and investment advisor.
F35 The shares are held of record by The Matthew Prince 2025 Grantor Retained Annuity Trust dated May 10, 2025, for which the reporting person serves as an investment advisor.
F36 The shares are held of record by The Matthew Prince 2025 Grantor Retained Annuity Trust 2 dated August 11, 2025, for which the reporting person serves as co-trustee and investment advisor.

Remarks:

This Form 4 is the first of two forms being filed to report transactions by the reporting person occurring on January 6, 2026 through January 8, 2026.