Was the Cloudflare (NET) share sale by Mark J. Hawkins under a Rule 10b5-1 plan?

Yes. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan adopted by Mark J. Hawkins on May 30, 2025. Such plans pre-schedule trades, indicating the timing was set in advance.

Cloudflare (NYSE: NET) director sells 133 shares in open-market trade

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Cloudflare, Inc. director Mark J. Hawkins reported an open-market sale of 133 shares of Class A common stock at $209.60 per share. The transaction on April 1, 2026 was executed under a pre-arranged Rule 10b5-1 trading plan. Following the sale, he directly holds 10,322 shares.

Insider Trade Summary 10b5-1

Net Seller: 133 shares ($27,877)

Net Sell 1 txn

Insider Hawkins Mark J

Role Director

Sold 133 shs ($28K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	133	$209.60	$28K

Holdings After Transaction: Class A Common Stock — 10,322 shares (Direct)

Footnotes (1)

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Key Figures

Shares sold: 133 shares Sale price per share: $209.60 per share Shares held after transaction: 10,322 shares +2 more

5 metrics

Shares sold 133 shares Open-market sale of Class A Common Stock on April 1, 2026

Sale price per share $209.60 per share Price for the 133-share open-market sale

Shares held after transaction 10,322 shares Direct holdings following the reported sale

Net buy/sell shares -133 shares Net effect of reported transactions in this Form 4

Sell transactions count 1 transaction Number of sale transactions reported

Key Terms

Rule 10b5-1 trading plan, open-market sale, Form 4, Class A Common Stock, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

open-market sale financial

"transaction_action: "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 regulatory

"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Class A Common Stock financial

"security_title: "Class A Common Stock""

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

transaction code "S" regulatory

"transaction_code: "S" ... transaction_code_description: "Sale in open market or private transaction""

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 04:54 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hawkins Mark J

(Last)

(First)

(Middle)

C/O CLOUDFLARE, INC.

101 TOWNSEND STREET

(Street)

SAN FRANCISCO

CALIFORNIA

94107

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Cloudflare, Inc. [ NET ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/01/2026		S⁽¹⁾		133	D	$209.6	10,322	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 30, 2025.

Remarks:

	/s/ Chad Skinner, by power of attorney	04/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Cloudflare (NET) director Mark J. Hawkins report in this Form 4?

Mark J. Hawkins reported selling 133 shares of Cloudflare Class A common stock. The shares were sold in an open-market transaction at $209.60 per share, and this filing updates his direct ownership position after the trade.

How many Cloudflare (NET) shares did Mark J. Hawkins sell and at what price?

He sold 133 shares of Cloudflare Class A common stock at $209.60 per share. This was a single reported open-market transaction, and the Form 4 reflects this specific trade and the resulting share balance.

How many Cloudflare (NET) shares does Mark J. Hawkins hold after the transaction?

After the reported sale, Mark J. Hawkins directly holds 10,322 shares of Cloudflare Class A common stock. This figure reflects his ownership immediately following the 133-share open-market sale disclosed in the Form 4 filing.

What type of transaction did Cloudflare (NET) director Mark J. Hawkins execute?

He executed an open-market sale of Cloudflare Class A common stock, coded as “S” on the Form 4. This code indicates a sale in the open market or a private transaction, as described in the transaction details.