Cloudflare, Inc. 4

Cloudflare, Inc. CEO & Board Co‑Chair Matthew Prince, via various trusts, sold roughly 52.7K shares of Class A Common Stock for about $15–16 million and converted additional Class B shares into Class A on August 4–5, 2026 under a Rule 10b5‑1 plan.

On August 4 and 5, 2026, Cloudflare, Inc. CEO & Board Co‑Chair Matthew Prince, acting through various trusts, executed a large series of automatic sales of Class A Common Stock under a pre‑established Rule 10b5‑1 trading plan, along with related conversions of Class B to Class A shares. On August 4, 2026, the Prince 2021 Remainder Trust sold multiple small blocks totaling 34,812 Class A shares at weighted average prices ranging from approximately $287.99 to $303.60 per share, fully liquidating that particular reported trust position (ending balance 0 shares for that line). On August 5, 2026, additional Class B Common Stock was converted into 18,752 and 33,631 Class A shares, followed by sales that day of 17,850 Class A shares in numerous transactions at weighted average prices between roughly $291.64 and $302.86 per share, again under the same 10b5‑1 plan. The total reported open‑market dispositions across the two days amount to roughly 52,662 Class A shares at prices around $288–$303 per share, implying aggregate sale proceeds on the order of $15.5–$16.0 million. After these transactions and the reported B‑to‑A conversions, Prince continues to hold substantial indirect positions in Cloudflare through multiple trusts and vehicles, with several separate large Class A blocks (e.g., 4,183,620 shares, 2,750,039 shares, and additional multi‑million‑share positions) referenced in the filing footnotes, reflecting that the sales represent only a small fraction of his overall economic exposure.

Filing Facts

CIK

1477333

Ticker

NET

Form

4

Source Type

sec

Accession

0001786925-26-000037

Alert Tier

7