Cloudflare, Inc.

Filing Date

Nov 24, 2025

Transaction Date

Nov 20, 2025

Accession Number

0001104659-25-115562

Form Type

4

Net Trading Amount

-$16.7M

Footnotes

1. (F1)Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.
2. (F2)The shares are held of record by The Sutherland/Zatlyn Revocable Trust dated November 17, 2016, for which the reporting person serves as co-trustee (the "Revocable Trust").
3. (F3)The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 14, 2025.
4. (F4)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.935 to $190.79, inclusive. The reporting person undertakes to provide to 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 ranges set forth in footnotes (4) through (23) to this Form 4.
5. (F5)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.975 to $191.97, inclusive.
6. (F6)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.99 to $192.96, inclusive.
7. (F7)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.01 to $194.00, inclusive.
8. (F8)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.03 to $194.93, inclusive.
9. (F9)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.16 to $196.09, inclusive.
10. (F10)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.21 to $196.91, inclusive.
11. (F11)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.375 to $198.20, inclusive.
12. (F12)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.385 to $199.38, inclusive.
13. (F13)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.41 to $200.345, inclusive.
14. (F14)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.47 to $201.45, inclusive.
15. (F15)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $201.47 to $202.41, inclusive.
16. (F16)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.47 to $202.94, inclusive.
17. (F17)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $185.70 to $186.69, inclusive.
18. (F18)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $186.72 to $187.70, inclusive.
19. (F19)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $187.91 to $188.90, inclusive.
20. (F20)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.91 to $189.83, inclusive.
21. (F21)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $187.98 to $188.93, inclusive.
22. (F22)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.99 to $189.98, inclusive.
23. (F23)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.995 to $190.47, inclusive.
24. (F24)The shares are held of record by The SZ 2021 Irrevocable Trust dated November 6, 2021, for which the reporting person serves as the appointer (the "2021 Irrevocable Trust").
25. (F25)Shares subject to the option are fully vested and immediately exercisable.
26. (F26)Upon the conversion of the shares of Class B Common Stock to Class A Common Stock, the shares were re-registered and are now held of record by the Revocable Trust.
27. (F27)Includes 45,012 shares previously reported as held directly by The Sutherland/Zatlyn 2023 Annuity Trust II dated August 29, 2023, for which the reporting person serves as co-trustee (the "2023 Annuity Trust II") and 209,341 shares previously reported as held directly by The Sutherland/Zatlyn 2024 Annuity Trust III dated November 12, 2024, for which the reporting person serves as co-trustee (the "2024 Annuity Trust III"), which were re-registered on November 17, 2025 and are now held of record by the Revocable Trust.
28. (F28)Excludes 250,000 shares previously reported as held directly by the Revocable Trust which were re-registered on November 17, 2025 and are now held of record by The Sutherland/Zatlyn 2025 Annuity Trust III dated November 11, 2025, for which the reporting person serves as trustee (the "2025 Annuity Trust III").
29. (F29)The shares are held of record by The SZ 2020 Irrevocable Trust dated November 25, 2020, for which the reporting person serves as an investment advisor.
30. (F30)Includes 113,137 shares previously reported as held directly by the 2023 Annuity Trust II which were re-registered on November 17, 2025 and are now held of record by the 2021 Irrevocable Trust.
31. (F31)The shares are held of record by the 2021 Irrevocable Trust.
32. (F32)Consists of 4,819 shares previously reported as held directly by 2023 Annuity Trust II which were re-registered on November 17, 2025 and are now held of record by The SZ 2023 Irrevocable Trust dated August 29, 2023, for which the reporting person serves as a co-trustee (the "2023 Irrevocable Trust").
33. (F33)The shares are held of record by the 2023 Irrevocable Trust.
34. (F34)Excludes 162,968 shares previously reported as held directly by the 2023 Annuity Trust II which were re-registered on November 17, 2025 as follows: (i) 45,012 shares are now held of record by the Revocable Trust; (ii) 4,819 shares are now held of record by the 2023 Irrevocable Trust and (iii) 113,137 shares now held of record by the 2021 Irrevocable Trust.
35. (F35)The shares are held of record by 2023 Annuity Trust II.
36. (F36)The shares are held of record by The Sutherland/Zatlyn 2024 Annuity Trust dated May 29, 2024, for which the reporting person serves as co-trustee.
37. (F37)The shares are held of record by The Sutherland/Zatlyn 2024 Annuity Trust II dated August 19, 2024, for which the reporting person serves as co-trustee.
38. (F38)Excludes 209,341 shares previously reported as held directly by the 2024 Annuity Trust III, which were re-registered on November 17, 2025 and are now held of record by the Revocable Trust.
39. (F39)The shares are held of record by the 2024 Annuity Trust III.
40. (F40)The shares are held of record by The Sutherland/Zatlyn 2025 Annuity Trust dated May 23, 2025, for which the reporting person serves as trustee.
41. (F41)The shares are held of record by The Sutherland/Zatlyn 2025 Annuity Trust II dated August 15, 2025, for which the reporting person serves as trustee.
42. (F42)Consists of 250,000 shares previously reported as held directly by the Revocable Trust which were re-registered on November 17, 2025 and are now held of record by the 2025 Annuity Trust III.
43. (F43)The shares are held of record by the 2025 Annuity Trust III.