Form 4: Cloudflare CFO Executes Planned Stock Sale

Cloudflare CFO Thomas J. Seifert exercised stock options and sold shares under a pre-established Rule 10b5-1 trading plan.

Summary

• CFO Thomas J. Seifert exercised 10,000 stock options at a price of $2.04 per share.
• The exercised shares were converted from Class B to Class A common stock.
• A total of 10,000 shares were sold in multiple transactions on May 18, 2026, at prices ranging from $193.28 to $203.0159.
• 9,667 shares were withheld by the company on May 15, 2026, to satisfy tax liabilities related to the vesting of restricted stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as the transactions were pre-planned and represent standard executive financial management.

Positives

• The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating the sales were scheduled in advance rather than based on non-public information.
• The CFO maintains a significant remaining beneficial ownership of 212,014 shares of Class A common stock.

Negatives

• The filing reflects a reduction in the direct equity stake held by the Chief Financial Officer.

Risks

• Future sales by insiders could influence market sentiment regarding the company's valuation.

Future Outlook

No specific forward-looking guidance regarding company operations was provided in this filing.

Management Comments

• The reporting person confirms that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on November 20, 2025.

Industry Context

StockSavvy.ai notes that routine insider selling via 10b5-1 plans is standard practice for executives at high-growth technology firms to manage personal liquidity and tax obligations, and generally does not signal a lack of confidence in the company's long-term prospects.

Comparison to Industry Standards

• The use of Rule 10b5-1 plans is the industry standard for C-suite executives at S&P 500 and Nasdaq-listed companies to avoid potential insider trading allegations.
• The volume of shares sold relative to the CFO's total holdings is consistent with typical executive diversification strategies.

Corporate Governance

Related Party Transactions

• The reporting person holds shares through Center Court Partners Ltd. and various trusts for which he serves as partner or trustee.

Stakeholder Impact

• Minimal impact on shareholders as the sales were pre-scheduled and represent a small portion of the executive's total holdings.

Next Steps

• Continued reporting of beneficial ownership changes as required by Section 16(a) of the Securities Exchange Act.

Key Dates

Keywords

Cloudflare, NET, Insider Trading, CFO, Rule 10b5-1, Stock Options, Equity Compensation