Zatlyn Michelle 4

4 · Cloudflare, Inc. · Filed Mar 5, 2026

Insider Transaction Report

Form 4

Period: 2026-03-03

Cloudflare, Inc.NET

Zatlyn Michelle

DirectorPresident and Board Co-Chair

Transactions

Conversion
Class A Common Stock
[F1][F2]
2026-03-03+25,641→ 60,155 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F4][F2]
2026-03-03$174.08/sh−7,354$1,280,206→ 52,801 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F5][F2]
2026-03-03$174.78/sh−17,423$3,045,185→ 35,378 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F6][F2]
2026-03-03$175.65/sh−864$151,760→ 34,514 total(indirect: See footnote)
Conversion
Class A Common Stock
[F1][F2]
2026-03-04+25,641→ 60,155 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F7][F2]
2026-03-04$179.05/sh−11,477$2,054,936→ 48,678 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F8][F2]
2026-03-04$179.96/sh−11,867$2,135,622→ 36,811 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F9][F2]
2026-03-04$180.76/sh−2,297$415,214→ 34,514 total(indirect: See footnote)
Conversion
Class A Common Stock
[F1][F2]
2026-03-05+25,641→ 60,155 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F10][F2]
2026-03-05$187.10/sh−1,226$229,382→ 58,929 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F11][F2]
2026-03-05$187.86/sh−7,038$1,322,124→ 51,891 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F12][F2]
2026-03-05$188.83/sh−1,526$288,148→ 50,365 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F13][F2]
2026-03-05$190.11/sh−9,805$1,864,031→ 40,560 total(indirect: See footnote)
Sale
Class A Common Stock
[F3][F14][F2]
2026-03-05$191.10/sh−6,046$1,155,363→ 34,514 total(indirect: See footnote)
Exercise/Conversion
Employee Stock Option (right to buy)
[F16]
2026-03-03−25,641→ 1,569,223 total
Exercise: $2.04Exp: 2027-08-07→ Class B Common Stock (25,641 underlying)
Exercise/Conversion
Class B Common Stock
[F1]
2026-03-03+25,641→ 25,641 total
→ Class A Common Stock (25,641 underlying)
Conversion
Class B Common Stock
[F1][F17]
2026-03-03−25,641→ 0 total
→ Class A Common Stock (25,641 underlying)
Exercise/Conversion
Employee Stock Option (right to buy)
[F16]
2026-03-04−25,641→ 1,543,582 total
Exercise: $2.04Exp: 2027-08-07→ Class B Common Stock (25,641 underlying)
Exercise/Conversion
Class B Common Stock
[F1]
2026-03-04+25,641→ 25,641 total
→ Class A Common Stock (25,641 underlying)
Conversion
Class B Common Stock
[F1][F17]
2026-03-04−25,641→ 0 total
→ Class A Common Stock (25,641 underlying)
Exercise/Conversion
Employee Stock Option (right to buy)
[F16]
2026-03-05−25,641→ 1,517,941 total
Exercise: $2.04Exp: 2027-08-07→ Class B Common Stock (25,641 underlying)
Exercise/Conversion
Class B Common Stock
[F1]
2026-03-05+25,641→ 25,641 total
→ Class A Common Stock (25,641 underlying)
Conversion
Class B Common Stock
[F1][F17]
2026-03-05−25,641→ 0 total
→ Class A Common Stock (25,641 underlying)

Holdings

Class A Common Stock
406,811
Class A Common Stock
[F15]
(indirect: See footnote)
19,615
Class B Common Stock
[F1][F2]
(indirect: See footnote)
→ Class A Common Stock (552,438 underlying)
552,438
Class B Common Stock
[F1][F18]
(indirect: See footnote)
→ Class A Common Stock (351,505 underlying)
351,505
Class B Common Stock
[F1][F15]
(indirect: See footnote)
→ Class A Common Stock (2,064,551 underlying)
2,064,551
Class B Common Stock
[F1][F19]
(indirect: See footnote)
→ Class A Common Stock (4,819 underlying)
4,819
Class B Common Stock
[F1][F20]
(indirect: See footnote)
→ Class A Common Stock (921,730 underlying)
921,730
Class B Common Stock
[F1][F21]
(indirect: See footnote)
→ Class A Common Stock (944,742 underlying)
944,742
Class B Common Stock
[F1][F22]
(indirect: See footnote)
→ Class A Common Stock (790,659 underlying)
790,659
Class B Common Stock
[F1][F23]
(indirect: See footnote)
→ Class A Common Stock (1,000,000 underlying)
1,000,000
Class B Common Stock
[F1][F24]
(indirect: See footnote)
→ Class A Common Stock (200,000 underlying)
200,000
Class B Common Stock
[F1][F25]
(indirect: See footnote)
→ Class A Common Stock (250,000 underlying)
250,000

Footnotes (25)

[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.
[F10]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $186.38 to $187.33, inclusive.
[F11]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $187.38 to $188.335, inclusive.
[F12]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.425 to $189.38, inclusive.
[F13]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.605 to $190.60, inclusive.
[F14]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.61 to $191.435, inclusive.
[F15]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.
[F16]Shares subject to the option are fully vested and immediately exercisable.
[F17]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.
[F18]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.
[F19]The shares are held of record by The SZ 2023 Irrevocable Trust dated August 29, 2023, for which the reporting person serves as a co-trustee.
[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").
[F20]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.
[F21]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.
[F22]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.
[F23]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.
[F24]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.
[F25]The shares are held of record by The Sutherland/Zatlyn 2025 Annuity Trust III dated November 11, 2025, for which the reporting person serves as trustee.
[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 $173.30 to $174.29, 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 (14) 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 $174.30 to $175.29, inclusive.
[F6]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.30 to $176.01, inclusive.
[F7]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.53 to $179.52, inclusive.
[F8]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.53 to $180.52, inclusive.
[F9]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 $181.07, inclusive.

Signature

/s/ Chad Skinner, by power of attorney|2026-03-05

Documents

1 file

4
tm268152-1_4seq1.xmlPrimary
OWNERSHIP DOCUMENT