Form 4: Cloudflare Director Carl Ledbetter Sells Shares Under Pre-Arranged Trading Plan

Cloudflare Director Carl Ledbetter reported the sale of Class A Common Stock totaling 1,241 shares over two days in June 2025, executed under a Rule 10b5-1 trading plan.

Summary

• Carl Ledbetter, a Director of Cloudflare, Inc. (NET), reported the sale of Class A Common Stock.
• On June 11, 2025, Mr. Ledbetter sold 749 shares of Class A Common Stock at a weighted average price of $181.4575 per share.
• On June 12, 2025, an additional 492 shares of Class A Common Stock were sold at a weighted average price of $181.4646 per share.
• These sales were conducted pursuant to a Rule 10b5-1 trading plan that Mr. Ledbetter adopted on February 28, 2024.
• Following these transactions, Mr. Ledbetter directly holds 19,599 shares and indirectly holds 1,083,123 shares through the Carl S. Ledbetter Trust dated February 14, 2020.

Sentiment

Score: 6

Explanation: The document reports routine insider stock sales by a director under a pre-arranged 10b5-1 trading plan. This is a common practice for executive compensation and diversification and is generally not indicative of negative company-specific news, thus leading to a neutral to slightly positive sentiment given the transparency of the pre-planned nature.

Positives

• The sales were executed under a pre-arranged Rule 10b5-1 trading plan, which indicates a planned diversification or liquidity event rather than a reaction to new, undisclosed negative information about the company.

Negatives

• While common, a director selling shares can sometimes be perceived by the market as a lack of confidence, although this is often a routine part of executive compensation and personal financial planning.

Future Outlook

The document does not contain any forward-looking statements or guidance regarding Cloudflare's future performance or strategic direction.

Industry Context

Insider stock sales, particularly those executed under Rule 10b5-1 plans, are a common occurrence across all industries as executives manage personal finances, diversify portfolios, and realize compensation. These transactions are generally not indicative of broader industry trends but rather individual financial planning.

Stakeholder Impact

• Shareholders: The sale of a relatively small number of shares by a director, especially when pre-planned under a 10b5-1 plan, is generally considered a routine event and is unlikely to have a significant impact on shareholder sentiment or the company's stock price.

Next Steps

• The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the reported ranges.

Key Dates

Keywords

Cloudflare, NET, Form 4, Insider Trading, Stock Sale, Director, Carl Ledbetter, 10b5-1 Plan, Equity Sales