Cloudflare, Inc. · Exercise / conversion · Class A Common Stock

What does this filing report?

An SEC Form 4 filing for Cloudflare, Inc. records an exercise / conversion involving Class A Common Stock on November 15, 2025. The reported quantity was 21,889. The filing date is November 18, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Filing footnotes & remarks

F1

The reported shares are represented by performance-based restricted stock units ("PSUs") for which the performance metric has been met and which vest in six equal quarterly installments beginning on November 15, 2025.

F2

Each PSU represents a contingent right to receive one share of Issuer Class A common stock.

F3

The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of PSUs or restricted stock units ("RSUs"), as applicable.

F4

The 22,175 shares issuable upon vesting and settlement of the PSUs and RSUs were re-registered and are now held directly by The Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust").

F5

The shares are held of record by the Revocable Trust.

F6

The PSUs are comprised of six separate tranches that become eligible to vest upon achievement of certain stock price targets ranging from $156.00 to $579.00 (the "Stock Price Goals") at any time within seven years of February 5, 2025, with the performance period shortened to end upon a change in control of the Issuer. Upon satisfaction of the $203.00 Stock Price Goal and following the date of certification of achievement of the $203.00 Stock Price Goal, 21,889 PSUs became eligible to vest in six quarterly installments beginning on November 15, 2025. The remaining four separate tranches of the PSU award become eligible to vest upon achievement of certain stock price targets ranging from $263.00 to $579.00.

F7

Upon satisfaction of a Stock Price Goal, 1/6 of the shares subject to the applicable tranche vest and become exercisable on each Issuer quarterly vesting date (2/15, 5/15, 8/15 or 11/15) occurring on or after the date of certification of achievement of the applicable Stock Price Goal for such tranche. In addition, the PSUs are subject to the reporting person's continued status as a Service Provider through each vesting date. The time-based vesting requirements are waived upon a change in control of the Issuer.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.