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Cloudflare, Inc.·4

Mar 3, 4:42 PM ET

Graham-Cumming John 4

Research Summary

AI-generated summary

Updated

Cloudflare (NET) Director John Graham‑Cumming Exercises Options, Sells 2,520 Shares

What Happened

  • John Graham‑Cumming, a director of Cloudflare (NET), exercised 2,520 stock options on March 2, 2026 at a strike price of $44.72 per share (total exercise cost $112,694) and sold the resulting 2,520 shares in multiple open‑market transactions that generated approximately $449,154 in gross proceeds. The filing also records a corresponding derivative conversion/disposition entry for 2,520 shares at $0.00; the optioned shares are fully vested and immediately exercisable (footnote F9).
  • This combination of exercise plus immediate sales is effectively a sell‑to‑cover or cashless outcome (exercise followed by sales), producing net proceeds after paying the exercise cost (and any taxes/fees).

Key Details

  • Transaction date: March 2, 2026; Form 4 filed March 3, 2026 (timely filing).
  • Option exercise: 2,520 shares @ $44.72 = $112,694 (code M).
  • Open‑market sales: 2,520 shares sold in multiple trades (codes S) for combined gross proceeds ≈ $449,154. Reported weighted average sale prices and ranges:
    • 112 shares: Wtd avg $174.43 (range $174.135–$174.66) (F2)
    • 447 shares: Wtd avg $175.66 (range $175.15–$176.115) (F3)
    • 234 shares: Wtd avg $176.49 (range $176.175–$176.91) (F4)
    • 296 shares: Wtd avg $177.81 (range $177.21–$178.195) (F5)
    • 432 shares: Wtd avg $178.71 (range $178.215–$179.19) (F6)
    • 474 shares: Wtd avg $179.69 (range $179.25–$180.235) (F7)
    • 525 shares: Wtd avg $180.55 (range $180.25–$180.86) (F8)
  • Sales were effected pursuant to a pre‑existing Rule 10b5‑1 trading plan adopted May 28, 2025 (F1).
  • Shares owned after the transactions are not specified in the provided excerpt of the filing.

Context

  • For retail investors: this is routine insider liquidity — the director exercised vested options and sold the resulting shares under a 10b5‑1 plan. The exercise (M) followed immediately by sales (S) commonly results in a cashless outcome; it does not by itself signal a change in company fundamentals.
  • The filing is timely and discloses the weighted‑average sale prices and price ranges; the optioned shares were fully vested and immediately exercisable (F9).