Riley Janel 4

What Happened

• Riley Janel, Chief Accounting Officer of Cloudflare (NET), exercised options to acquire 23,332 shares on 2026-03-05 at an exercise price of $67.79 per share (cost $1,581,676) and immediately sold those 23,332 shares in an open-market transaction at $190.00 per share (gross proceeds $4,433,080). The net difference before taxes and fees is roughly $2,851,404. The filing also records the derivative conversion associated with the exercise.

Key Details

• Date of transactions: 2026-03-05.
• Exercise (code M): 23,332 shares acquired at $67.79 each — total cost $1,581,676.
• Sale (code S): 23,332 shares sold at $190.00 each — gross proceeds $4,433,080.
• Derivative conversion: 23,332 shares shown as disposed at $0.00 (reflects the option-to-share conversion).
• Plan/notes: The sale was executed under a Rule 10b5-1 trading plan adopted Nov 24, 2025 (footnote F1). Remaining option shares vest quarterly beginning May 15, 2026 (footnote F2).
• Shares owned after transaction: Not specified in the provided transaction summary.
• Filing timeliness: Report filed 2026-03-06 for transactions on 2026-03-05 — appears timely.

Context

• This is effectively a cashless exercise: the officer exercised options and immediately sold the resulting shares in the open market. The sale was pre-planned under a 10b5-1 trading plan, which is a common mechanism for scheduled insider sales and does not by itself indicate the insider’s view of the company.