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Filing Details

Accession Number:: 0001104659-25-049693
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-05-15 20:24:35
Reporting Period:: 2025-05-13

Filing Date:: 2025-05-15
Accepted Time:: 2025-05-15 20:24:35
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1477333	Cloudflare Inc.	NET	Services-Prepackaged Software (7372)	270805829

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1786925	Matthew Prince	C/O Cloudflare, Inc., 405 Comal Street Austin TX 78702	Ceo & Board Co-Chair	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2025-05-13	52,384	$0.00	52,384	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	526	$143.91	51,858	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	2,728	$145.14	49,130	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	5,078	$146.15	44,052	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	9,080	$147.09	34,972	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	4,115	$148.15	30,857	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	4,187	$149.14	26,670	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	20,644	$150.39	6,026	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-13	6,026	$150.90	0	No	4	S	Indirect	See footnote
Class A Common Stock	Acquisiton	2025-05-14	52,384	$0.00	52,384	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-14	3,780	$151.08	48,604	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-14	29,888	$152.17	18,716	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-14	13,041	$153.23	5,675	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-14	5,675	$154.21	0	No	4	S	Indirect	See footnote
Class A Common Stock	Acquisiton	2025-05-15	52,384	$0.00	52,384	No	4	C	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-15	4,490	$151.28	47,894	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-15	22,256	$152.20	25,638	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-15	15,212	$152.95	10,426	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-15	10,426	$153.91	18,063	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2025-05-15	14,137	$154.49	399,276	No	4	F	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	F	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2025-05-13	52,384	$0.00	52,384	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2025-05-14	52,384	$0.00	52,384	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2025-05-15	52,384	$0.00	52,384	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
7,517,183	No	4	C	Indirect
7,464,799	No	4	C	Indirect
7,412,415	No	4	C	Indirect

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00	6,928,408	6,928,408	Indirect
Class A Common Stock	Class B Common Stock	$0.00	1,060,000	1,060,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	2,054,420	2,054,420	Indirect
Class A Common Stock	Class B Common Stock	$0.00	2,374,621	2,374,621	Indirect
Class A Common Stock	Class B Common Stock	$0.00	4,000,000	4,000,000	Indirect
Class A Common Stock	Class B Common Stock	$0.00	4,004,117	4,004,117	Indirect

Amount	Remaning Holdings	Nature of Ownership
6,928,408	6,928,408	Indirect
1,060,000	1,060,000	Indirect
2,054,420	2,054,420	Indirect
2,374,621	2,374,621	Indirect
4,000,000	4,000,000	Indirect
4,004,117	4,004,117	Indirect

Footnotes

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.
The shares are held of record by The Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust").
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, 2023.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $143.54 to $144.51, inclusive. The reporting person undertakes to provide to 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 (19) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $144.54 to $145.39, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $145.61 to $146.54, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.66 to $147.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.71 to $148.69, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $148.730 to $149.72, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.73 to $150.725, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.735 to $151.29, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.575 to $151.515, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $151.735 to $152.73, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $152.775 to $153.76, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $153.80 to $154.54, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.62 to $151.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $151.62 to $152.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $152.62 to $153.61, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $153.62 to $154.36, inclusive.
The 18,063 shares issuable upon vesting and settlement of the RSUs reported in the row immediately below were re-registered and are now held directly by the Revocable Trust.
The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of restricted stock units, or RSUs.
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.
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.
The shares are held of record by The Matthew Prince 2023 Grantor Retained Annuity Trust UA 05/22/2023, for which the reporting person serves as co-trustee and investment advisor.
The shares are held of record by The Matthew Prince 2023 Grantor Retained Annuity Trust 2 UA 08/14/2023, for which the reporting person serves as co-trustee and investment advisor.
The shares are held of record by The Matthew Prince 2024 Grantor Retained Annuity Trust UA 05/20/2024, for which the reporting person serves as co-trustee and investment advisor.
The shares are held of record by The Matthew Prince 2024 Grantor Retained Annuity Trust 2 UA 08/20/2024, for which the reporting person serves as co-trustee and investment advisor.