| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Zatlyn Michelle | President and Board Co-Chair, Director | C/O CLOUDFLARE, INC., 101 TOWNSEND STREET, SAN FRANCISCO | /s/ Lindsey Cochran, by power of attorney | 2025-08-19 | 0001786951 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NET | Class A Common Stock | Options Exercise | +21.9K | +5.74% | 403K | Aug 15, 2025 | Direct | F1, F2 | ||
| transaction | NET | Class A Common Stock | Tax liability | -$3.56M | -18.2K | -4.72% | $195.38 | 367K | Aug 15, 2025 | Direct | F3, F4 |
| holding | NET | Class A Common Stock | 24K | Aug 15, 2025 | See footnote | F5 | |||||
| holding | NET | Class A Common Stock | 19.6K | Aug 15, 2025 | See footnote | F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NET | Performance Stock Units | Options Exercise | $0 | -21.9K | -12.5% | $0.00 | 153K | Aug 15, 2025 | Class A Common Stock | 21.9K | Direct | F2, F7, F8 |
| Id | Content |
|---|---|
| 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 August 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 17,644 shares issuable upon vesting and settlement of the PSUs and RSUs were re-registered and are now held directly by The Sutherland/Zatlyn Revocable Trust dated November 17, 2016, for which the reporting person serves as co-trustee (the "Revocable Trust"). |
| F5 | The shares are held of record by the Revocable Trust. |
| F6 | 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. |
| F7 | 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 $156.00 Stock Price Goal and following the date of certification of achievement of the $156.00 Stock Price Goal, 21,888 PSUs became eligible to vest in six quarterly installments beginning on August 15, 2025. The remaining five separate tranches of the PSU award become eligible to vest upon achievement of certain stock price targets ranging from $203.00 to $579.00. |
| F8 | 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. |