Form 4: Cloudflare Director Sells Shares via 10b5-1 Plan
Insider Transaction Report
Cloudflare Director Carl Ledbetter reported sales of Class A Common Stock totaling 8,866 shares in late December 2025 through a pre-arranged 10b5-1 trading plan.
Summary
- Carl Ledbetter, a Director of Cloudflare, Inc. (NET), reported the disposition of Class A Common Stock.
- The sales occurred on December 29, 2025, and December 30, 2025.
- A total of 8,866 shares were sold across three separate transactions.
- The shares were sold at weighted average prices ranging from $201.2529 to $202.3537 per share.
- These transactions were executed pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 14, 2025.
- Following these reported transactions, Carl Ledbetter indirectly beneficially owns 974,207 shares of Class A Common Stock through the Carl S. Ledbetter Trust dated February 14, 2020.
Sentiment
Score: 5
Explanation: The filing reports routine insider sales executed under a pre-arranged 10b5-1 plan, which typically has a neutral impact on market sentiment as it is not indicative of new information or a change in company fundamentals.
Positives
- The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned diversification or liquidity event rather than a reaction to recent company-specific news.
Negatives
- Insider selling, even under a 10b5-1 plan, can sometimes be perceived by some investors as a lack of confidence, although it is often a routine part of executive compensation and financial planning.
Future Outlook
No forward-looking statements or guidance are provided in this insider transaction report.
Industry Context
This filing reports a routine insider transaction and does not provide information directly related to broader industry trends or competitive landscape.
Related Party Transactions
- The shares disposed of are held of record by the Carl S. Ledbetter Trust dated February 14, 2020, for which the reporting person, Carl Ledbetter, serves as a trustee.
Stakeholder Impact
- Shareholders: A minor, routine insider sale under a pre-arranged plan is unlikely to have a significant impact on shareholder sentiment or the company's stock price.
Key Dates
| Date | Description |
|---|---|
| February 14, 2020 | Date of the Carl S. Ledbetter Trust. |
| February 14, 2025 | Date Rule 10b5-1 trading plan was adopted by the reporting person. |
| December 29, 2025 | Date of the first two reported sales of Class A Common Stock. |
| December 30, 2025 | Date of the third reported sale of Class A Common Stock and the signature date of the filing. |
Keywords
Cloudflare, NET, Form 4, insider trading, stock sale, 10b5-1 plan, director, Carl Ledbetter, equity disposition
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