Form 4: Cloudflare CFO Thomas Seifert Executes Pre-Planned Stock Option Exercise and Sale

Sentiment:

Insider Trading Report


Cloudflare, Inc. Chief Financial Officer Thomas J. Seifert completed a series of pre-planned transactions, exercising stock options and selling 10,000 Class A common shares on June 20, 2025, under a Rule 10b5-1 trading plan.

Summary

  • On June 20, 2025, Cloudflare, Inc. Chief Financial Officer Thomas J. Seifert exercised 10,000 employee stock options (right to buy) at an exercise price of $2.04 per share.
  • Concurrently, he converted these 10,000 Class B Common Stock shares into 10,000 Class A Common Stock shares.
  • Immediately following the conversion, Mr. Seifert sold all 10,000 Class A Common Stock shares in multiple transactions.
  • The sales were executed at weighted average prices ranging from $179.4303 to $184.44 per share.
  • These transactions were conducted pursuant to a Rule 10b5-1 trading plan adopted on November 26, 2024.
  • Following these transactions, Mr. Seifert directly holds 241,550 shares of Class A Common Stock.
  • He also directly holds 150,341 employee stock options (right to buy) at an exercise price of $2.04, expiring on July 25, 2027, and 27,850 shares of Class B Common Stock convertible to Class A.
  • Additionally, Mr. Seifert indirectly holds 383,300 shares of Class B Common Stock through various trusts and a partnership.

Sentiment

Score: 5

Explanation: The document reports routine insider transactions (exercise and sale) conducted under a pre-planned trading arrangement, which is generally considered neutral in terms of market sentiment.

Positives

  • The exercise of employee stock options indicates the realization of value from long-term incentives.
  • The sales were executed at relatively high prices, ranging from $179.4303 to $184.44 per share.
  • The transactions were pre-planned under a Rule 10b5-1 trading plan, indicating a structured approach to insider stock sales and reducing concerns about opportunistic selling.

Negatives

  • The sale of 10,000 Class A Common Stock shares represents a reduction in direct beneficial ownership of Class A shares by the Chief Financial Officer.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

  • Thomas J. Seifert indirectly holds 200,000 shares of Class B Common Stock through Center Court Partners Ltd., for which he serves as a partner.
  • Thomas J. Seifert indirectly holds 183,300 shares of Class B Common Stock across three separate Center Court 2020 Trusts (Trust 1, Trust 2, Trust 3), for which he serves as trustee.

Stakeholder Impact

  • Shareholders: The sale of 10,000 shares by a key executive could be perceived as a slight reduction in insider alignment, though mitigated by the pre-planned nature of the transaction and the executive's substantial remaining holdings.
  • Employees: No direct impact on employees is indicated by this filing.
  • Customers: No direct impact on customers is indicated by this filing.
  • Suppliers: No direct impact on suppliers is indicated by this filing.
  • Creditors: No direct impact on creditors is indicated by this filing.

Key Dates

DateDescription
2024-11-26Date Rule 10b5-1 trading plan was adopted by Thomas J. Seifert.
2025-06-20Date of stock option exercise, conversion of Class B to Class A shares, and subsequent sale of Class A shares.
2025-06-23Date the Form 4 was signed.
2027-07-25Expiration date of remaining employee stock options held by Thomas J. Seifert.

Keywords

Cloudflare, NET, SEC Form 4, Insider Trading, Stock Option Exercise, Stock Sale, Rule 10b5-1 Plan, Thomas J. Seifert, Chief Financial Officer, Class A Common Stock, Class B Common Stock, Employee Stock Option

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