SEC Form 4 · accession 0002062725-26-000012
Cloudflare, Inc. · NET
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Graham-Cumming
Director
Period of report
Jun 15, 2026
Accepted (ET)
Jun 16, 2026 · 5:15 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001477333
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jun 15, 2026 | M | 2,520 | $44.72 | A | 496,587 | D | |
| Class A Common StockF2 | Jun 15, 2026 | S | 44 | $231.6005 | D | 496,543 | D | |
| Class A Common StockF3 | Jun 15, 2026 | S | 144 | $233.4633 | D | 496,399 | D | |
| Class A Common StockF4 | Jun 15, 2026 | S | 748 | $234.7992 | D | 495,651 | D | |
| Class A Common StockF5 | Jun 15, 2026 | S | 596 | $235.7474 | D | 495,055 | D | |
| Class A Common StockF6 | Jun 15, 2026 | S | 430 | $236.7593 | D | 494,625 | D | |
| Class A Common StockF7 | Jun 15, 2026 | S | 504 | $238.0236 | D | 494,121 | D | |
| Class A Common StockF8 | Jun 15, 2026 | S | 54 | $238.5189 | D | 494,067 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F9 | $44.72 | Jun 15, 2026 | M | 2,520 | D | — | Feb 13, 2032 | Class A Common Stock | 2,520 | 5,040 | D |
Explanation of responses
- F1The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 28, 2025.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $231.58 to $231.625, 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 (2) through (8) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $233.145 to $233.97, inclusive.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $234.29 to $235.27, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $235.30 to $236.29, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $236.335 to $237.265, inclusive.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $237.485 to $238.44, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $238.49 to $238.615, inclusive.
- F9Shares subject to the option are fully vested and immediately exercisable.
Remarks
Exhibit 24 - Power of Attorney