Filing Details

Accession Number:
0001477333-25-000106
Form Type:
4
Zero Holdings:
No
Publication Time:
2025-06-13 20:29:50
Reporting Period:
2025-06-11
Filing Date:
2025-06-13
Accepted Time:
2025-06-13 20:29:50
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
Transaction Summary
Sold: 157,152 shares Avg. Price: $175.75 Total Value: $27,620,207.74
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2025-06-11 34,321 $0.00 52,384 No 4 C Indirect See footnote
Class A Common Stock Disposition 2025-06-11 3,522 $178.20 48,862 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-11 20,409 $179.08 28,453 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-11 19,605 $179.86 8,848 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-11 8,848 $180.96 0 No 4 S Indirect See footnote
Class A Common Stock Acquisiton 2025-06-12 52,384 $0.00 52,384 No 4 C Indirect See footnote
Class A Common Stock Disposition 2025-06-12 411 $168.85 51,973 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 6,161 $169.76 45,812 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 5,185 $170.57 40,627 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 1,571 $171.80 39,056 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 1,055 $172.65 38,001 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 1,662 $173.87 36,339 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 1,496 $174.58 34,843 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 396 $175.94 34,447 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 1,179 $177.11 33,268 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 6,942 $178.07 26,326 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 18,095 $179.10 8,231 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 6,169 $179.82 2,062 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-12 2,062 $180.94 0 No 4 S Indirect See footnote
Class A Common Stock Acquisiton 2025-06-13 52,384 $0.00 52,384 No 4 C Indirect See footnote
Class A Common Stock Disposition 2025-06-13 6,468 $168.40 45,916 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-13 4,289 $169.10 41,627 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-13 6,723 $170.19 34,904 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-13 11,343 $171.37 23,561 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-13 14,190 $172.33 9,371 No 4 S Indirect See footnote
Class A Common Stock Disposition 2025-06-13 9,371 $173.17 0 No 4 S Indirect See footnote
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 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 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 S Indirect See footnote
No 4 S Indirect See footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class B Common Stock Disposition 2025-06-11 34,321 $0.00 34,321 $0.00
Class A Common Stock Class B Common Stock Disposition 2025-06-12 52,384 $0.00 52,384 $0.00
Class A Common Stock Class B Common Stock Disposition 2025-06-13 52,384 $0.00 52,384 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
7,153,923 No 4 C Indirect
7,101,539 No 4 C Indirect
7,049,155 No 4 C Indirect
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 381,213 Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date 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 1,213,576 1,213,576 Indirect
Class A Common Stock Class B Common Stock $0.00 0 0 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 3,065,015 3,065,015 Indirect
Class A Common Stock Class B Common Stock $0.00 4,004,117 4,004,117 Indirect
Class A Common Stock Class B Common Stock $0.00 2,000,000 2,000,000 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
6,928,408 6,928,408 Indirect
1,060,000 1,060,000 Indirect
1,213,576 1,213,576 Indirect
0 0 Indirect
2,374,621 2,374,621 Indirect
3,065,015 3,065,015 Indirect
4,004,117 4,004,117 Indirect
2,000,000 2,000,000 Indirect
Footnotes
  1. 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.
  2. 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").
  3. 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.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.49 to $178.48, 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 (26) to this Form 4.
  5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.49 to $179.48, inclusive.
  6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.495 to $180.47, inclusive.
  7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.53 to $181.39, inclusive.
  8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $168.19 to $169.14, inclusive.
  9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $169.22 to $170.21, inclusive.
  10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.22 to $171.175, inclusive.
  11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.23 to $172.22, inclusive.
  12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.25 to $173.24, inclusive.
  13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.255 to $174.22, inclusive.
  14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.345 to $174.91, inclusive.
  15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.52 to $176.47, inclusive.
  16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $176.52 to $177.50, inclusive.
  17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.52 to $178.515, inclusive.
  18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.52 to $179.515, inclusive.
  19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.52 to $180.49, inclusive.
  20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.57 to $181.47, inclusive.
  21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $167.74 to $168.73, inclusive.
  22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $168.74 to $169.73, inclusive.
  23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $169.74 to $170.73, inclusive.
  24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.745 to $171.74, inclusive.
  25. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.76 to $172.75, inclusive.
  26. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.76 to $173.75, inclusive.
  27. The total number of shares held directly by the reporting person has been reduced by 18,063 shares to adjust for an administrative oversight in the prior Form 4 filed on May 15, 2025 (the "Prior Form 4"). As reported in the Prior Form 4, these shares were reported as held directly by the Revocable Trust and should have been excluded from the total amount of shares held directly by the reporting person.
  28. Includes 840,844 shares previously reported as held directly 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 "2023 Annuity Trust") and 934,985 shares previously reported as held directly 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 "2024 Annuity Trust") which were re-registered on May 30, 2025 and are now held directly by the Revocable Trust.
  29. Excludes 2,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on May 30, 2025 and are now held directly by The Matthew Prince 2025 Grantor Retained Annuity Trust UA 05/10/2025, for which the reporting person serves as an investment advisor (the "2025 Annuity Trust").
  30. 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.
  31. 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.
  32. Consists of 1,213,576 shares previously reported as held directly by the 2023 Annuity Trust which were re-registered on May 30, 2025 and are now held directly by The Prince 2021 Remainder Trust UA 09/23/2021, for which the reporting person serves as an investment advisor (the "2021 Remainder Trust").
  33. The shares are held of record by the 2021 Remainder Trust.
  34. Excludes 840,844 shares previously reported as held directly by the 2023 Annuity Trust which were re-registered on May 30, 2025 and are now held directly by the Revocable Trust and 1,213,576 shares previously reported as held directly by the 2023 Annuity Trust which we re-registered on May 30, 2025 and are now held directly by the 2021 Remainder Trust.
  35. The shares are held of record by the 2023 Annuity Trust.
  36. 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.
  37. Excludes 934,985 shares previously reported as held directly by the 2024 Annuity Trust which we re-registered on May 30, 2025 and are now held directly by the Revocable Trust.
  38. The shares are held of record by the 2024 Annuity Trust.
  39. 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.
  40. Consists of 2,000,000 shares previously reported as held directly by the Revocable Trust which were re-registered on May 30, 2025 and are now held directly by the 2025 Annuity Trust.
  41. The shares are held of record by the 2025 Annuity Trust.