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 vested option shares at $44.72 each (cost $112,694) on 2026-08-10 and sold the resulting 2,520 shares in multiple open‑market transactions the same day. The sales generated approximately $765,997 in gross proceeds (weighted average sale price ≈ $303.97/share), for an approximate net before fees and taxes of $653,303 (proceeds minus exercise cost). The sales were executed under a pre‑existing Rule 10b5‑1 trading plan.

Key Details

• Transaction date: 2026-08-10 (Form 4 filed 2026-08-11 — timely filing).
• Exercise: 2,520 shares at $44.72 = $112,694 (transaction code M = option exercise). Footnote F18 notes the option shares were fully vested and immediately exercisable.
• Sales: 2,520 shares sold in multiple open‑market trades across many price points totaling $765,997 in gross proceeds (weighted avg ≈ $303.97/share). Footnotes F2–F17 provide the per‑lot price ranges and weighted averages for grouped transactions.
• Trading plan: Sales effected pursuant to a Rule 10b5‑1 plan adopted May 28, 2025 (Footnote F1).
• Shares owned after transaction: not specified in the provided data.

Context

• This was an exercise of vested options followed by immediate sales of the shares (a common practice to realize value and cover exercise cost/taxes). Because the sales were made under a 10b5‑1 plan, they are pre‑arranged trades and generally viewed as routine rather than an ad‑hoc sale reflecting new information.
• Transaction codes: M = exercise/conversion of derivative; S = open‑market sale. No indication of gift or award.