Michelle Zatlyn - 07 Oct 2025 Form 4 Insider Report for Cloudflare, Inc. (NET)

Role
President and Board Co-Chair, Director
Signature
/s/ Lindsey Cochran, by power of attorney
Issuer symbol
NET
Transactions as of
07 Oct 2025
Net transactions value
-$16,718,699
Form type
4
Filing time
09 Oct 2025, 17:50:10 UTC
Previous filing
25 Sep 2025
Next filing
18 Nov 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Zatlyn Michelle President and Board Co-Chair, Director C/O CLOUDFLARE, INC., 101 TOWNSEND STREET, SAN FRANCISCO /s/ Lindsey Cochran, by power of attorney 09 Oct 2025 0001786951

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 +25,641 +176% 40,216 07 Oct 2025 See footnote F1, F2
transaction NET Class A Common Stock Sale $1,462,242 -6,729 -17% $217.30 33,487 07 Oct 2025 See footnote F2, F3, F4
transaction NET Class A Common Stock Sale $2,810,773 -12,886 -38% $218.13 20,601 07 Oct 2025 See footnote F2, F3, F5
transaction NET Class A Common Stock Sale $1,048,084 -4,787 -23% $218.94 15,814 07 Oct 2025 See footnote F2, F3, F6
transaction NET Class A Common Stock Sale $273,812 -1,239 -7.8% $220.99 14,575 07 Oct 2025 See footnote F2, F3, F7
transaction NET Class A Common Stock Conversion of derivative security +25,641 +176% 40,216 08 Oct 2025 See footnote F1, F2
transaction NET Class A Common Stock Sale $1,687,305 -7,783 -19% $216.79 32,433 08 Oct 2025 See footnote F2, F3, F8
transaction NET Class A Common Stock Sale $695,413 -3,195 -9.9% $217.66 29,238 08 Oct 2025 See footnote F2, F3, F9
transaction NET Class A Common Stock Sale $1,298,918 -5,936 -20% $218.82 23,302 08 Oct 2025 See footnote F2, F3, F10
transaction NET Class A Common Stock Sale $1,472,937 -6,702 -29% $219.78 16,600 08 Oct 2025 See footnote F2, F3, F11
transaction NET Class A Common Stock Sale $446,679 -2,025 -12% $220.58 14,575 08 Oct 2025 See footnote F2, F3, F12
transaction NET Class A Common Stock Conversion of derivative security +25,641 +176% 40,216 09 Oct 2025 See footnote F1, F2
transaction NET Class A Common Stock Sale $3,447,268 -16,044 -40% $214.86 24,172 09 Oct 2025 See footnote F2, F3, F13
transaction NET Class A Common Stock Sale $1,310,362 -6,077 -25% $215.63 18,095 09 Oct 2025 See footnote F2, F3, F14
transaction NET Class A Common Stock Sale $250,133 -1,155 -6.4% $216.57 16,940 09 Oct 2025 See footnote F2, F3, F15
transaction NET Class A Common Stock Sale $514,771 -2,365 -14% $217.66 14,575 09 Oct 2025 See footnote F2, F3, F16
holding NET Class A Common Stock 19,615 07 Oct 2025 See footnote F17
holding NET Class A Common Stock 367,251 07 Oct 2025 Direct

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 Employee Stock Option (right to buy) Options Exercise $0 -25,641 -1.3% $0.000000 1,953,838 07 Oct 2025 Class B Common Stock 25,641 $2.04 Direct F18
transaction NET Class B Common Stock Options Exercise $0 +25,641 $0.000000 25,641 07 Oct 2025 Class A Common Stock 25,641 Direct F1
transaction NET Class B Common Stock Conversion of derivative security $0 -25,641 -100% $0.000000 0 07 Oct 2025 Class A Common Stock 25,641 Direct F1, F19
transaction NET Employee Stock Option (right to buy) Options Exercise $0 -25,641 -1.3% $0.000000 1,928,197 08 Oct 2025 Class B Common Stock 25,641 $2.04 Direct F18
transaction NET Class B Common Stock Options Exercise $0 +25,641 $0.000000 25,641 08 Oct 2025 Class A Common Stock 25,641 Direct F1
transaction NET Class B Common Stock Conversion of derivative security $0 -25,641 -100% $0.000000 0 08 Oct 2025 Class A Common Stock 25,641 Direct F1, F19
transaction NET Employee Stock Option (right to buy) Options Exercise $0 -25,641 -1.3% $0.000000 1,902,556 09 Oct 2025 Class B Common Stock 25,641 $2.04 Direct F18
transaction NET Class B Common Stock Options Exercise $0 +25,641 $0.000000 25,641 09 Oct 2025 Class A Common Stock 25,641 Direct F1
transaction NET Class B Common Stock Conversion of derivative security $0 -25,641 -100% $0.000000 0 09 Oct 2025 Class A Common Stock 25,641 Direct F1, F19
holding NET Class B Common Stock 548,086 07 Oct 2025 Class A Common Stock 548,086 See footnote F1, F2
holding NET Class B Common Stock 1,951,414 07 Oct 2025 Class A Common Stock 1,951,414 See footnote F1, F17
holding NET Class B Common Stock 351,505 07 Oct 2025 Class A Common Stock 351,505 See footnote F1, F20
holding NET Class B Common Stock 162,968 07 Oct 2025 Class A Common Stock 162,968 See footnote F1, F21
holding NET Class B Common Stock 921,730 07 Oct 2025 Class A Common Stock 921,730 See footnote F1, F22
holding NET Class B Common Stock 944,742 07 Oct 2025 Class A Common Stock 944,742 See footnote F1, F23
holding NET Class B Common Stock 1,000,000 07 Oct 2025 Class A Common Stock 1,000,000 See footnote F1, F24
holding NET Class B Common Stock 1,000,000 07 Oct 2025 Class A Common Stock 1,000,000 See footnote F1, F25
holding NET Class B Common Stock 200,000 07 Oct 2025 Class A Common Stock 200,000 See footnote F1, F26
* 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 Sutherland/Zatlyn Revocable Trust dated November 17, 2016, for which the reporting person serves as co-trustee (the "Revocable Trust").
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 14, 2025.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $216.71 to $217.70, 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 (16) 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 $217.71 to $218.70, inclusive.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.71 to $219.28, inclusive.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $220.68 to $221.63, inclusive.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $216.215 to $217.20, inclusive.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.225 to $218.19, inclusive.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.35 to $219.34, inclusive.
F11 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $219.35 to $220.34, inclusive.
F12 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $220.35 to $220.84, inclusive.
F13 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $214.29 to $215.26, inclusive.
F14 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $215.29 to $216.28, inclusive.
F15 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $216.29 to $217.27, inclusive.
F16 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.30 to $217.99, inclusive.
F17 The shares are held of record by The SZ 2021 Irrevocable Trust dated November 6, 2021, for which the reporting person serves as the appointer.
F18 Shares subject to the option are fully vested and immediately exercisable.
F19 Upon the conversion of the shares of Class B Common Stock to Class A Common Stock, the shares were re-registered and are now held of record by the Revocable Trust.
F20 The shares are held of record by The SZ 2020 Irrevocable Trust dated November 25, 2020, for which the reporting person serves as an investment advisor.
F21 The shares are held of record by The Sutherland/Zatlyn 2023 Annuity Trust II dated August 29, 2023, for which the reporting person serves as co-trustee.
F22 The shares are held of record by The Sutherland/Zatlyn 2024 Annuity Trust dated May 29, 2024, for which the reporting person serves as co-trustee.
F23 The shares are held of record by The Sutherland/Zatlyn 2024 Annuity Trust II dated August 19, 2024, for which the reporting person serves as co-trustee.
F24 The shares are held of record by The Sutherland/Zatlyn 2024 Annuity Trust III dated November 12, 2024, for which the reporting person serves as co-trustee.
F25 The shares are held of record by The Sutherland/Zatlyn 2025 Annuity Trust dated May 23, 2025, for which the reporting person serves as trustee.
F26 The shares are held of record by The Sutherland/Zatlyn 2025 Annuity Trust II dated August 15, 2025, for which the reporting person serves as trustee.