NET / Cloudflare, Inc. - SEC-Einreichungen, Jahresbericht, Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

March 31, 2026

Exhibit 10.2 March 31, 2026 Alissa Starzak [email protected] Dear Alissa, Congratulations! Thank you for sharing our commitment to Cloudflare’s mission to help build a better Internet, and for everything you’ve done to help the company grow. You’ve been a critical part of our success. On behalf of Cloudflare, Inc. (“Cloudflare” or the “Company”), it is my pleasure to provide you with the terms

April 1, 2026

Exhibit 10.1 April 1, 2026 Doug Kramer [email protected] Dear Doug Congratulations! Thank you for sharing our commitment to Cloudflare’s mission to help build a better Internet, and for everything you’ve done to help the company grow. You’ve been a critical part of our success. On behalf of Cloudflare, Inc. (“Cloudflare” or the “Company”), it is my pleasure to provide you with the terms and cond

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2026 Financial Results •First quarter revenue totaled $639.

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2026 Financial Results •First quarter revenue totaled $639.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 7, 2026 Cloudflare, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 7, 2026 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 7, 2026 Cloudflare, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 7, 2026 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 __________________________________________________

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

As filed with the Securities and Exchange Commission on February 26, 2026

As filed with the Securities and Exchange Commission on February 26, 2026 Registration No.

Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc. (Exact name of registrant as specified in its charter) Table 1 — Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 6, 2026 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 6, 2026 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 10, 2026 Cloudflare, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 10, 2026 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended December 31, Year Ended December 31, 2025 2024 2025 2024 Revenue $ 614,507 $ 459,946 $ 2,167,937 $ 1,669,626 Cost of revenue(1)(

Cloudflare Announces Fourth Quarter and Fiscal Year 2025 Financial Results •Fourth quarter revenue totaled $614.

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Third Quarter 2025 Financial Results •Third quarter revenue totaled $562.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 30, 2025 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 30, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

144

144 0001787168 XXXXXXXX LIVE 0001477333 CLOUDFLARE, INC. 001-39039 101 TOWNSEND ST. SAN FRANCISCO CA 94107 (888) 993-5273 DOUGLAS KRAMER Officer Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 9000 1921309.50 348481587 10/01/2025 NYSE Common 11/15/2023 Restricted Stock ISSUER N 1636 11/15/2023 Not Applicable Common 02/15/2024 Restric

144

144 0001430437 XXXXXXXX LIVE 0001477333 CLOUDFLARE, INC. 001-39039 101 TOWNSEND ST. SAN FRANCISCO CA 94107 (888) 993-5273 MARK HAWKINS Director Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 1000 212830.00 348481587 10/01/2025 NYSE Common 06/02/2023 Restricted Stock ISSUER N 1000 06/02/2023 Not Applicable N MARK HAWKINS 101 TOWNSEND

144

144 0001473289 XXXXXXXX LIVE 0001477333 Cloudflare, Inc. 001-39039 101 Townsend Street San Francisco CA 94107 8889935273 THOMAS SEIFERT Officer Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 10000 2259400.00 312872178 09/22/2025 NYSE Common 09/22/2025 Exercise of Stock Options Issuer N 10000 09/22/2025 Cash N 10b5-1 Sales Plan for T

144

144 0001786925 XXXXXXXX LIVE 0001477333 Cloudflare, Inc. 001-39039 101 Townsend Street San Francisco CA 94107 1-888-993-5273 Matthew Prince Officer Class A Common Goldman Sachs & Co. LLC 200 West Street New York NY 10282 471456 103041423.36 312872178 09/09/2025 NYSE Class A Common 09/25/2009 Originally acquired Class B common shares from Issuer in private transaction; Class B common shares to be c

144

144 0001430437 XXXXXXXX LIVE 0001477333 CLOUDFLARE, INC. 001-39039 101 TOWNSEND ST. SAN FRANCISCO CA 94107 (888) 993-5273 MARK HAWKINS Director Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 1000 201600.00 348481587 09/02/2025 NYSE Common 06/02/2023 Restricted Stock ISSUER N 1000 06/02/2023 Not Applicable Y 09/02/2025 05/30/2025 /s/

144

144 0001787168 XXXXXXXX LIVE 0001477333 CLOUDFLARE, INC. 001-39039 101 TOWNSEND ST. SAN FRANCISCO CA 94107 (888) 993-5273 DOUGLAS KRAMER Officer Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 3000 606304.20 348481587 09/02/2025 NYSE Common 11/15/2023 Restricted Stock Issuer N 3000 11/15/2023 Not Applicable N DOUGLAS KRAMER 101 TOWNS

144

144 0002062725 XXXXXXXX LIVE 0001477333 Cloudflare, Inc. 001-39039 101 Townsend Street San Francisco CA 94107 1-888-993-5273 John Graham-Cumming Director Common Stock Goldman Sachs & Co. LLC 200 West Street New York NY 10282 15255 3173802.75 312872178 09/02/2025 NYSE Common Stock 01/23/2024 Acquired as compensation - Restricted Stock Units The Issuer N 7685 01/23/2024 Compensation Common Stock 02/

hange in Control and Sever

Exhibit 10.3 CLOUDFLARE, INC. 2024 KEY EXECUTIVE CHANGE IN CONTROL AND SEVERANCE POLICY AND SUMMARY PLAN DESCRIPTION This Cloudflare, Inc. 2024 Key Executive Change in Control and Severance Policy and Summary Plan Description (the “Policy”) has been adopted by Cloudflare, Inc. (“Cloudflare” or the “Company”), in order to provide certain specified severance pay and benefits to Eligible Employees if

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Second Quarter 2025 Financial Results •Second quarter revenue totaled $512.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 31, 2025 Cloudflare, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 31, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

Form of Capped Call Transaction Confirmation.

Exhibit 10.1 []1 To: Cloudflare, Inc. 101 Townsend Street San Francisco, California 94107 From: [] Re: [Base]2[Additional]3 Capped Call Transaction Ref. No: []4 Date: [], 2025 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Transaction

Cloudflare, Inc. Announces Pricing of Offering of $1.75 Billion of 0% Convertible Senior Notes Due 2030

Exhibit 99.2 Cloudflare, Inc. Announces Pricing of Offering of $1.75 Billion of 0% Convertible Senior Notes Due 2030 SAN FRANCISCO – June 13, 2025 – Cloudflare, Inc. (“Cloudflare”) (NYSE: NET) today announced the pricing of $1.75 billion aggregate principal amount of Convertible Senior Notes due 2030 (the “notes”) in a private offering (the “offering”) to persons reasonably believed to be qualifie

First Amendment to Revolving Credit and Guaranty Agreement, dated as of June 11, 2025, among Cloudflare, Inc., the other loan parties thereto, the lenders party thereto and Citibank, N.A., as administrative agent.

Exhibit 10.2 Execution Version FIRST AMENDMENT TO REVOLVING CREDIT AND GUARANTY AGREEMENT FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of June 11, 2025 (this “Amendment”), by and among Cloudflare, Inc., a Delaware corporation (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below), the Lenders (as defined below) party hereto and Citibank, N.A., as Administrative Age

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 11, 2025 Cloudflare, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 11, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Num

Indenture, dated as of June 17, 2025, between Cloudflare, Inc. and U.S. Bank Trust Company, National Association, as trustee.

Exhibit 4.1 CLOUDFLARE, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 17, 2025 0% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page ARTICLE 1 Definitions Section 1.01. Definitions 1 Section 1.02. References to Interest 14 ARTICLE 2 Issue, Description, Execution, Registration and Exchange of Notes Section 2.01. Designation and Amount 14 Section

Cloudflare, Inc. Announces Proposed Private Offering of $1.75 Billion of Convertible Senior Notes Due 2030

Exhibit 99.1 Cloudflare, Inc. Announces Proposed Private Offering of $1.75 Billion of Convertible Senior Notes Due 2030 SAN FRANCISCO – June 11, 2025 – Cloudflare, Inc. (“Cloudflare”) (NYSE: NET) today announced its intention to offer, subject to market conditions and other factors, $1.75 billion aggregate principal amount of Convertible Senior Notes due 2030 (the “notes”) in a private offering (t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 5, 2025 Cloudflare, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 5, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2025 Financial Results •First quarter revenue totaled $479.

Form of Performance Stock Unit Agreement

Exhibit 10.1 CLOUDFLARE, INC. 2019 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AND PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Capitalized terms that are not defined in this Notice of Performance-Based Restricted Stock Unit Award and Performance-Based Restricted Stock Unit Agreement (the “Notice of Grant”), the General Terms and Conditions of Performance-Bas

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 8, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39039 Cloudflare, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 25, 2025 Cloudflare, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 25, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

Cloudflare Appoints Three New Board Members

Cloudflare Appoints Three New Board Members Stacey Cunningham, former President of the New York Stock Exchange, John Graham-Cumming, former Cloudflare CTO, and Dr.

nsider Trading Policy

Exhibit 19.1 Cloudflare, Inc. Insider Trading Policy (Amended July 19, 2023) The Board of Directors (the “Board”) of Cloudflare, Inc. (together with its affiliates and subsidiaries, the “Company,” “we,” “our,” or “Cloudflare”) has adopted this Insider Trading Policy (the “Policy”) in order to take an active role in the prevention of insider trading violations by the members of the Board (the “Dire

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

As filed with the Securities and Exchange Commission on February 20, 2025

As filed with the Securities and Exchange Commission on February 20, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 6, 2025 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 6, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended December 31, Year Ended December 31, 2024 2023 2024 2023 Revenue $ 459,946 $ 362,473 $ 1,669,626 $ 1,296,745 Cost of revenue(1)(

Cloudflare Announces Fourth Quarter and Fiscal Year 2024 Financial Results •Fourth quarter revenue totaled $459.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 5, 2025 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 5, 2025 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.4)* Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) September 30, 2024 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Third Quarter 2024 Financial Results •Third quarter revenue totaled $430.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 7, 2024 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 7, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Second Quarter 2024 Financial Results •Second quarter revenue totaled $401.

Credit Agreement, by and among the Company, certain subsidiaries of the Company from time to time party thereto as guarantors, the lenders from time to time party thereto and Citibank, N.A., as administrative agent and collateral agent.

EXECUTION VERSION SECTION 1.01 REVOLVING CREDIT AND GUARANTY AGREEMENT dated as of May 17, 2024 among CLOUDFLARE, INC., the Guarantors party hereto, the Lenders and Issuing Banks party hereto and CITIBANK, N.A., as Administrative Agent and Collateral Agent CITIBANK, N.A., WELLS FARGO BANK, N.A. and MIZUHO BANK LTD., as Joint Lead Arrangers CITIBANK, N.A., as Sole Bookrunner Table of Contents Page

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 1, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

2024 Key Executive Change in Control and Severance Policy

CLOUDFLARE, INC. 2024 KEY EXECUTIVE CHANGE IN CONTROL AND SEVERANCE POLICY AND SUMMARY PLAN DESCRIPTION This Cloudflare, Inc. 2024 Key Executive Change in Control and Severance Policy and Summary Plan Description (the “Policy”) has been adopted by Cloudflare, Inc. (“Cloudflare” or the “Company”), in order to provide certain specified severance pay and benefits to Eligible Employees if their employ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 17, 2024 Cloudflare, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 17, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Num

NET / Cloudflare, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Cloudflare, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 18915M107 (CUSIP Number) June 28, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 4, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 17, 2024 Cloudflare, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 17, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 2, 2024 Cloudflare, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 2, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numbe

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2024 Financial Results •First quarter revenue totaled $378.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39039 Cloudflare, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 29, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc.

As filed with the Securities and Exchange Commission on February 21, 2024

As filed with the Securities and Exchange Commission on February 21, 2024 Registration No.

Compensation Recovery Policy

Exhibit 97.1 Cloudflare, Inc. COMPENSATION RECOVERY POLICY As adopted on October 17, 2023 Cloudflare, Inc. (the “Company”) is committed to strong corporate governance. As part of this commitment, the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) has adopted this clawback policy called the Compensation Recovery Policy (the “Policy”). The Policy is intend

2019 Equity Incentive Plan and related form agreements.

Exhibit 10.2 CLOUDFLARE, INC. 2019 EQUITY INCENTIVE PLAN (Adopted on August 30, 2019; Effective as of one business day immediately prior to the Registration Date; Most recently amended April 26, 2022) 1. Purposes of the Plan. 2 2. Shares Subject to the Plan. 2 3. Administration of the Plan. 3 4. Stock Options. 5 5. Restricted Stock. 7 6. Restricted Stock Units. 7 7. Stock Appreciation Rights. 8 8.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

Form of Performance Stock Option Agreement

Exhibit 10.16 CLOUDFLARE, INC. 2019 EQUITY INCENTIVE PLAN PERFORMANCE STOCK OPTION AGREEMENT NOTICE OF PERFORMANCE STOCK OPTION GRANT AND PERFORMANCE STOCK OPTION AGREEMENT Capitalized terms that are not defined in this Notice of Performance Stock Option Grant and Performance Stock Option Agreement (the “Notice of Grant”), the Terms and Conditions of Performance Stock Option Grant, or any of the e

NET / Cloudflare, Inc. / SANDS CAPITAL MANAGEMENT, LLC Passive Investment

SC 13G/A 1 net13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO Section 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO Section 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1) * Cloudflare, Inc. (Name of Issuer) Class A Common Stock, par valu

NET / Cloudflare, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0627-cloudflareincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Cloudflare Inc Class A Title of Class of Securities: Common Stock CUSIP Number: 18915M107 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to de

NET / Cloudflare, Inc. / Prince Matthew - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

NET / Cloudflare, Inc. / MORGAN STANLEY - MS AMENDMENT Passive Investment

SC 13G/A 1 CloudflareIncNET.txt MS AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.3)* Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) December 31, 2023 - (Date Of Event which Requires Filing of this Statement) Check the appropr

NET / Cloudflare, Inc. / FMR LLC Passive Investment

SC 13G/A 1 filing.txt SCHEDULE 13G Amendment No.6 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 14,584,604 Item 6: 0 Item 7: 14,761,437 Item 8: 0 It

NET / Cloudflare, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Cloudflare, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 18915M107 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended December 31, Year Ended December 31, 2023 2022 2023 2022 Revenue $ 362,473 $ 274,700 $ 1,296,745 $ 975,241 Cost of revenue(1)(2)

Cloudflare Announces Fourth Quarter and Fiscal Year 2023 Financial Results •Fourth quarter revenue totaled $362.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 8, 2024 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 8, 2024 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. / BAILLIE GIFFORD & CO Passive Investment

SC 13G/A 1 cloudflare29012023.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cloudflare, Inc (Amendment No.5) - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) 29 December 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

NET / Cloudflare, Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 us18915m1071012924.txt us18915m1071012924.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) CLOUDFLARE INC CLASS A - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the app

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

Amended and Restated 2019 Employee Stock Purchase Plan and related form agreements.

Exhibit 10.2 Cloudflare, Inc. AMENDED AND RESTATED 2019 EMPLOYEE STOCK PURCHASE PLAN 1.Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company intends for the Plan to have two components: a component that is intended to qualify as an “employee stock purchase plan

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 2, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

2019 Equity Incentive Plan, as amended, and related form agreements.

Exhibit 10.1 CLOUDFLARE, INC. 2019 EQUITY INCENTIVE PLAN (Adopted on August 30, 2019; Effective as of one business day immediately prior to the Registration Date; Most recently amended April 26, 2022) 1. Purposes of the Plan. 2 2. Shares Subject to the Plan. 2 3. Administration of the Plan. 3 4. Stock Options. 5 5. Restricted Stock. 7 6. Restricted Stock Units. 7 7. Stock Appreciation Rights. 8 8.

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Third Quarter 2023 Financial Results •Third quarter revenue totaled $335.

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Second Quarter 2023 Financial Results •Second quarter revenue totaled $308.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 3, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

NET / Cloudflare Inc - Class A / BAILLIE GIFFORD & CO Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cloudflare, Inc (Amendment No.4) - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) 31 May 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 1, 2023 Cloudflare, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 1, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 11, 2023 Cloudflare, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 11, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2023 Financial Results •First quarter revenue totaled $290.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 27, 2023 Cloudflare, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 27, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

ARS

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ցց ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or տտ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-

APP NTC

SECURITIES AND EXCHANGE COMMISSION Investment Company Act Release No. 34856; File No. 812-15441 Cloudflare, Inc. March 15, 2023 AGENCY: Securities and Exchange Commission (“Commission”). ACTION: Notice. Notice of application for an order under Section 3(b)(2) of the Investment Company Act of 1940 (“Act”). Applicant: Cloudflare, Inc. Summary of Application: Applicant seeks an order under Section 3(

APP ORDR

UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION INVESTMENT COMPANY ACT OF 1940 Release No.

As filed with the Securities and Exchange Commission on February 24, 2023

As filed with the Securities and Exchange Commission on February 24, 2023 Registration No.

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc.

Description of Capital Stock.

Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Cloudflare, Inc. (“us,” “our,” “we” or the “Company”) is a summary of the rights of our common stock and certain provisions of our amended and restated certificate of incorporation and amended and restated bylaws as currently in effect. This summary does not purport to be complete and is qualified in its ent

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / SANDS CAPITAL MANAGEMENT, LLC Passive Investment

SC 13G 1 13gcloudflare.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO Section 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO Section 240.13d-2 Under the Securities Exchange Act of 1934 (Amendment No. ) Cloudflare, Inc. (Name of Issuer) Class A Common Stock, par val

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / Capital World Investors - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cloudflare, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 18915M107 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / Prince Matthew - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended December 31, Year Ended December 31, 2022 2021 2022 2021 Revenue $ 274,700 $ 193,596 $ 975,241 $ 656,426 Cost of revenue(1)(2) 6

Cloudflare Announces Fourth Quarter and Fiscal Year 2022 Financial Results •Fourth quarter revenue totaled $274.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 9, 2023 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 9, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0602-cloudflareincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Cloudflare Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18915M107 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to d

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / FMR LLC Passive Investment

SCHEDULE 13G Amendment No.5 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 16,537,536 Item 6: 0 Item 7: 16,748,445 Item 8: 0 Item 9: 16,748,445 Item

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.2)* Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) December 30, 2022 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / BlackRock Inc. Passive Investment

us18915m1071020323.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) CLOUDFLARE INC CLASS A - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 25, 2023 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / BAILLIE GIFFORD & CO Passive Investment

SC 13G/A 1 cloudflare30122022.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cloudflare, Inc (Amendment No.3) - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) 30 December 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Third Quarter 2022 Financial Results ?Third quarter total revenue totaled $253.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 3, 2022 Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 3, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

Amended and Restated Bylaws of the Registrant.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF CLOUDFLARE, INC. (As Amended and Restated on October 26, 2022) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOCKHOLDERS? MEETINGS 9 2.6 QUORUM 9 2.7

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 26, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

First Amendment to Office Lease Agreement between the Registrant and Ichi Juu Ichi, dated as of June 17, 2022.

Exhibit 10.4 FIRST AMENDMENT TO OFFICE LEASE AGREEMENT This First Amendment to Office Lease Agreement (?First Amendment?) is made and entered into as of June 17, 2022 by and between Ichi Juu Ichi DE, LLC, a Delaware limited liability company (?Landlord?) and Cloudflare, Inc. a Delaware corporation (?Tenant?). Landlord and Tenant are sometimes referred in this First Amendment individually to as a ?

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

Lease Agreement between the Registrant and Civitas Equity Fund I, LLC, dated as of May 31, 2022.

Exhibit 10.3 LEASE AGREEMENT BY AND BETWEEN CIVITAS EQUITY FUND I, LLC, a California limited liability company AS LANDLORD and CLOUDFLARE, INC., a Delaware corporation AS TENANT DATED March 21, 2022 09247\00 I \4214879.v8 TABLE OF CONTENTS Page Index of Defined Terms iv Basic Lease Information v 1. Demise 1 2. Premises 1 3. Term; Termination Right 2 4. Rent 3 5. Utilities and Services 7 6. Late Ch

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 4, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Second Quarter 2022 Financial Results ?Second quarter total revenue totaled $234.

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / BlackRock Inc. Passive Investment

us18915m1071060822.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) May 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 2, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 18, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2022 Financial Results •First quarter total revenue totaled $212.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 5, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

DEF 14A 1 net-def14adefinitiveproxy2.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

DEFA14A 1 net-defa14anotice2022.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted b

Form of Amended and Restated Performance Stock Option Agreement

Exhibit 10.1 CLOUDFLARE, INC. 2019 EQUITY INCENTIVE PLAN PERFORMANCE STOCK OPTION AGREEMENT NOTICE OF PERFORMANCE STOCK OPTION GRANT AND PERFORMANCE STOCK OPTION AGREEMENT Capitalized terms that are not defined in this Notice of Performance Stock Option Grant and Performance Stock Option Agreement (the ?Notice of Grant?), the Terms and Conditions of Performance Stock Option Grant, or any of the ex

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 22, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporati

Filing Fee Table.

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc. (Exact name of registrant as specified in its charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, $0.00

As filed with the Securities and Exchange Commission on April 6, 2022

As filed with the Securities and Exchange Commission on April 6, 2022 Registration No.

Area 1 Security Inc., 2013 Stock Incentive Plan

Exhibit 4.2 AREA 1 SECURITY, INC. 2013 STOCK INCENTIVE PLAN 1. Purpose The purpose of this 2013 Stock Incentive Plan (the ?Plan?) of Area 1 Security, Inc., a Delaware corporation (the ?Company?), is to advance the interests of the Company?s stockholders by enhancing the Company?s ability to attract, retain and motivate persons who are expected to make important contributions to the Company and by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 _____________________________________________________________________ Filed by the R

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defi

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Cloudflare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

Cloudflare, Inc. AMENDED AND RESTATED 2019 EMPLOYEE STOCK PURCHASE PLAN

Exhibit 10.3 Cloudflare, Inc. AMENDED AND RESTATED 2019 EMPLOYEE STOCK PURCHASE PLAN 1.Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company intends for the Plan to have two components: a component that is intended to qualify as an ?employee stock purchase plan

As filed with the Securities and Exchange Commission on March 1, 2022

As filed with the Securities and Exchange Commission on March 1, 2022 Registration No.

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / Zatlyn Michelle - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / Prince Matthew - SC 13G/A Passive Investment

SC 13G/A 1 d310136dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) C

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended December 31, Year Ended December 31, 2021 2020 2021 2020 Revenue $ 193,596 $ 125,926 $ 656,426 $ 431,059 Cost of revenue(1)(2) 4

Exhibit 99.1 Cloudflare Announces Fourth Quarter and Fiscal Year 2021 Financial Results ? Fourth quarter revenue totaled $193.6 million, representing an increase of 54% year-over-year; fiscal year 2021 revenue totaled $656.4 million, representing an increase of 52% year-over-year ? Record dollar-based net retention of 125%, representing an increase of 600 basis points year-over-year, driven by con

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 10, 2022 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / MORGAN STANLEY - MS AMENDMENT Passive Investment

SC 13G/A 1 Cloudflare.txt MS AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) December 31, 2021 - (Date Of Event which Requires Filing of this Statement) Check the appropriate b

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / FMR LLC Passive Investment

SC 13G/A 1 filing.txt SCHEDULE 13G Amendment No. 4 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 10,275,806 Item 6: 0 Item 7: 28,889,697 Item 8: 0 I

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0608-cloudflareincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Cloudflare Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18915M107 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to d

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / NEW ENTERPRISE ASSOCIATES 13 LP - NEW ENTERPRISE ASSOCIATES 13, L.P. / CLOUDFLARE, INC. -- 13GA2E Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate th

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / BlackRock Inc. Passive Investment

us18915m1071020422.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / BAILLIE GIFFORD & CO Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cloudflare, Inc (Amendment No.2) - (Name of Issuer) Class A Shares - (Title of Class of Securities) 18915M107 - (CUSIP Number) 31 December 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 22, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

Exhibit 10.1

Exhibit 10.1 CLOUDFLARE, INC. 2019 EQUITY INCENTIVE PLAN PERFORMANCE STOCK OPTION AGREEMENT NOTICE OF PERFORMANCE STOCK OPTION GRANT AND PERFORMANCE STOCK OPTION AGREEMENT Capitalized terms that are not defined in this Notice of Performance Stock Option Grant and Performance Stock Option Agreement (the ?Notice of Grant?), the Terms and Conditions of Performance Stock Option Grant, or any of the ex

Indenture, dated as of August 13, 2021, between Cloudflare, Inc. and U.S. Bank National Association, as trustee.

Exhibit 4.2 CLOUDFLARE, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 13, 2021 0% Convertible Senior Notes due 2026 TABLE OF CONTENTS ARTICLE 1 Definitions Page Section 1.01 . Definitions 1 Section 1.02 . References to Interest 14 ARTICLE 2 Issue, Description, Execution, Registration and Exchange of Notes Section 2.01 . Designations and Amount 14 Section 2.02 . F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue $ 172,347 $ 114,162 $ 462,830 $ 305,133 Cost of revenu

Cloudflare Announces Third Quarter 2021 Financial Results ?Third quarter total revenue totaled $172.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 4, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

Cloudflare, Inc. Announces Upsize and Pricing of Offering of $1.125 Billion of 0% Convertible Senior Notes Due 2026

Exhibit 99.2 Cloudflare, Inc. Announces Upsize and Pricing of Offering of $1.125 Billion of 0% Convertible Senior Notes Due 2026 SAN FRANCISCO ? August 10, 2021 ? Cloudflare, Inc. (?Cloudflare?) (NYSE: NET) today announced the pricing of $1.125 billion aggregate principal amount of 0% Convertible Senior Notes due 2026 (the ?notes?) in a private offering (the ?offering?) to qualified institutional

Form of Capped Call Transaction Confirmation

Exhibit 10.1 [ ]1 To: Cloudflare, Inc. 101 Townsend Street San Francisco, California 94107 From: [ ] Re: [Base]2[Additional]3 Capped Call Transaction Ref. No: [ ]4 Date: [ ], 2021 Dear Ladies and Gentlemen: The purpose of this communication (this ?Confirmation?) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the ?Transac

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

Cloudflare, Inc. Announces Proposed Private Offering of $1 Billion of Convertible Senior Notes Due 2026

Exhibit 99.1 Cloudflare, Inc. Announces Proposed Private Offering of $1 Billion of Convertible Senior Notes Due 2026 SAN FRANCISCO ? August 9, 2021 ? Cloudflare, Inc. (?Cloudflare?) (NYSE: NET) today announced its intention to offer, subject to market conditions and other factors, $1 billion aggregate principal amount of Convertible Senior Notes due 2026 (the ?notes?) in a private offering (the ?o

Indenture, dated as of August 13, 2021, between Cloudflare, Inc. and U.S. Bank National Association, as trustee.

Exhibit 4.1 CLOUDFLARE, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 13, 2021 0% Convertible Senior Notes due 2026 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01 . Definitions 1 Section 1.02 . References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01 . Designation and Amount 14 Section 2.02 . Fo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

Amended and Restated Change in Control and Severance Policy.

CLOUDFLARE, INC. CHANGE IN CONTROL AND SEVERANCE POLICY (Adopted on August 30, 2019; Originally Effective as of the Effective Date; Amended most recently April 26, 2021) This Change in Control and Severance Policy (the ?Policy?) is designed to provide certain protections to a select group of designated management or highly compensated key employees of Cloudflare, Inc. (?Cloudflare? or the ?Company

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Revenue $ 152,428 $ 99,721 $ 290,483 $ 190,971 Cost of revenue(1)(2) 35,0

Cloudflare Announces Second Quarter 2021 Financial Results ?Second quarter total revenue totaled $152.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 5, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / MORGAN STANLEY - MS INITIAL Passive Investment

SC 13G 1 Cloudflare.txt MS INITIAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Cloudflare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 18915M107 - (CUSIP Number) May 31, 2021 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to desi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 3, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

Quarterly Report - 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 6, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numbe

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces First Quarter 2021 Financial Results ?First quarter revenue totaled $138.

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

- DEF 14A

DEF 14A 1 net-def14aproxy2021.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only

- S-8

S-8 1 cloudflareincs-8.htm S-8 As filed with the Securities and Exchange Commission on February 25, 2021 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 27-0805829 (State or other jurisdiction of incorporation or organizat

Annual Report - 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

2019 Employee Stock Purchase Plan, as amended, and related form agreements.

Exhibit 10.3 Cloudflare, Inc. AMENDED AND RESTATED 2019 EMPLOYEE STOCK PURCHASE PLAN 1.Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company intends for the Plan to have two components: a component that is intended to qualify as an ?employee stock purchase plan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Se

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Se

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value (Title of Class of Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1)* Cloudflare, Inc. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 18915M107 (CUSIP Number) Dec

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate th

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 11, 2021 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

CLOUDFLARE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Fourth Quarter and Fiscal Year 2020 Financial Results •Fiscal year 2020 revenue totaled $431 million, representing an increase of 50% year-over-year; Q4 revenue totaled $126 million, also representing an increase of 50% year-over-year •Fiscal year 2020 GAAP operating margin of (24.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Cloudflare Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 18915M107 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐

SC 13G/A

SC 13G/A 1 filing.txt SCHEDULE 13G Amendment No. 3 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 8,290,061 Item 6: 0 Item 7: 30,316,791 Item 8: 0 It

SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cloudflare, Inc (Amendment No.1) - (Name of Issuer) CLASS A - (Title of Class of Securities) 18915M107 - (CUSIP Number) 31 December 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 16, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 5, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (thousands, except per share data)

Cloudflare Announces Third Quarter 2020 Financial Results •Third quarter revenue totaled $114.

Quarterly Report - 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (thousands, except per share data)

Cloudflare Announces Second Quarter 2020 Financial Results •Second quarter revenue totaled $99.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 6, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Nu

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / BAILLIE GIFFORD & CO Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cloudflare, Inc - (Name of Issuer) CLASS A - (Title of Class of Securities) 18915M107 - (CUSIP Number) 31 July 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [ ] R

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 2, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numb

Form of 0.75% Convertible Senior Notes due 2025 (included as Exhibit A to the Indenture filed as Exhibit 4.4).

EX-4.1 Exhibit 4.1 CLOUDFLARE, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 15, 2020 0.75% Convertible Senior Notes due 2025 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01 . Definitions 1 Section 1.02 . References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01 . Designation and Amount 14 Section 2.

Form of Capped Call Transaction Confirmation.

EX-10.1 Exhibit 10.1 []1 To: Cloudflare, Inc. 101 Townsend Street San Francisco, California 94107 From: [] Re: [Base]2[Additional]3 Capped Call Transaction Ref. No: []4 Date: [], 2020 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Tra

Cloudflare, Inc. Announces Pricing of Offering of $500 Million of 0.75% Convertible Senior Notes Due 2025

EX-99.2 Exhibit 99.2 Cloudflare, Inc. Announces Pricing of Offering of $500 Million of 0.75% Convertible Senior Notes Due 2025 SAN FRANCISCO – May 13, 2020 – Cloudflare, Inc. (“Cloudflare”) (NYSE: NET) today announced the pricing of $500 million aggregate principal amount of Convertible Senior Notes due 2025 (the “notes”) in a private offering (the “offering”) to qualified institutional buyers pur

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

Cloudflare, Inc. Announces Proposed Private Offering of $500 Million of Convertible Senior Notes Due 2025

EX-99.1 Exhibit 99.1 Cloudflare, Inc. Announces Proposed Private Offering of $500 Million of Convertible Senior Notes Due 2025 SAN FRANCISCO – May 12, 2020 – Cloudflare, Inc. (“Cloudflare”) (NYSE: NET) today announced its intention to offer, subject to market conditions and other factors, $500 million aggregate principal amount of Convertible Senior Notes due 2025 (the “notes”) in a private offeri

18915M107 / Cloudflare Inc / FMR LLC / Fidelity Passive Investment

SCHEDULE 13G Amendment No. 2 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 5,776,973 Item 6: 0 Item 7: 23,206,883 Item 8: 0 Item 9: 23,206,883 Item

Quarterly Report - 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

Amended and Restated Bylaws of the Registrant.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF CLOUDFLARE, INC. (As Amended and Restated on May 5, 2020) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOCKHOLDERS’ MEETINGS 6 2.6 QUORUM 6 2.7 ADJOU

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (thousands, except per share data)

Cloudflare Announces First Quarter 2020 Financial Results •First quarter revenue totaled $91 million, growing 48% year-over-year •Q1 GAAP gross margin of 77.

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 5, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File Numbe

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share DEF 14A - - DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

Description of Capital Stock

Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Cloudflare, Inc. (“us,” “our,” “we” or the “Company”) is a summary of the rights of our common stock and certain provisions of our amended and restated certificate of incorporation and amended and restated bylaws as currently in effect. This summary does not purport to be complete and is qualified in its ent

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share 10-K - Annual Report - 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

18915M107 / Cloudflare Inc / Pelion Ventures VI, L.P. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. )* Cloudflare, Inc. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 18915M107 (CUSIP Number) Dece

18915M107 / Cloudflare Inc / VENROCK ASSOCIATES V LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / Prince Matthew - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / Zatlyn Michelle - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CLOUDFLARE, INC. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M 107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 13, 2020 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

CLOUDFLARE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Cloudflare Announces Fourth Quarter and Fiscal Year 2019 Financial Results •Fiscal year 2019 revenue totaled $287 million, growing 49% year-over-year •Q4 revenue grew 51% year-over-year to $84 million •Q4 GAAP gross margin of 78.

18915M107 / Cloudflare Inc / NEW ENTERPRISE ASSOCIATES 13 LP - NEW ENTERPRISE ASSOCIATES 13, L.P. - CLOUDFLARE, INC. -- SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

18915M107 / Cloudflare Inc / Future Fund Board of Guardians - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cloudflare, Inc. (Name of Issuer) Class A Common Stock, $0.001 par value (Title of Class of Securities) 18915M107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT This JOINT FILING AGREEMENT (this “Agreement”), is made and entered into as of February 5, 2020, by and between Future Fund Board of Guardians (“FFBG”) and Future Fund Investment Company No.4 Pty Ltd (ACN 134 338 908) (“FF” and together with FFBG, the “FF Parties”). The FF Parties hereby acknowledge and agree that the Statement on Schedule 13G to which this Agre

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / FMR LLC / Fidelity Passive Investment

SCHEDULE 13G Amendment No. 1 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 4,674,937 Item 6: 0 Item 7: 21,717,538 Item 8: 0 Item 9: 21,717,538 Item

Cloudflare Acquires S2 Systems Corporation for Next-Gen Browser Isolation Acquisition brings patented technology to Cloudflare for Teams

Exhibit 99.1 Cloudflare Acquires S2 Systems Corporation for Next-Gen Browser Isolation Acquisition brings patented technology to Cloudflare for Teams San Francisco, CA, January 7, 2020 — Cloudflare, Inc. (NYSE: NET), the security, performance, and reliability company helping to build a better Internet, today announced that it has acquired S2 Systems Corporation (S2), a company that has developed p

Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 31, 2019 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share 10-Q - Quarterly Report - 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

Amended and Restated Bylaws of the Registrant.

EX-3.2 3 net-20190930x10qex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CLOUDFLARE, INC. (Adopted on August 30, 2019; effective upon the closing of the Corporation’s initial public offering) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL M

Amended and Restated Certificate of Incorporation of the Registrant.

EX-3.1 2 net-20190930x10qex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOUDFLARE, INC. Cloudflare, Inc., a Delaware corporation, hereby certifies that: 1. The Corporation was incorporated under the name Cloudflare, Inc. The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on July 17, 2009. 2.

CLOUDFLARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data)

Exhibit 99.1 Cloudflare Announces Third Quarter Financial Results •Q3 revenue grew 48% year-over-year to $73.9 million •Q3 GAAP gross margin of 78.3%, representing an increase of 70 basis points year-over-year; Non-GAAP gross-margin of 78.9%, representing an increase of 92 basis points year-over-year •Raised net proceeds of $565 million in Initial Public Offering San Francisco, CA, November 7, 201

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 7, 2019 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39039 27-0805829 (State or other jurisdiction of incorporation) (Commission File

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share / FMR LLC / Fidelity Passive Investment

SCHEDULE 13G Amendment No. 0 CLOUDFLARE INC CLASS A COMMON STOCK Cusip #18915M107 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #18915M107 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 3,840,887 Item 6: 0 Item 7: 19,681,830 Item 8: 0 Item 9: 19,681,830 Item

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share S-8 - - S-8

S-8 1 d795321ds8.htm S-8 As filed with the Securities and Exchange Commission on September 13, 2019 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 Cloudflare, Inc. (Exact name of registrant as specified in its charter) Delaware 27-0805829 (State or other jurisdiction of incorporation or organization)

35,000,000 Shares Cloudflare, Inc. Class A Common Stock

424B4 1 d735023d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-233296 35,000,000 Shares Cloudflare, Inc. Class A Common Stock This is an initial public offering of shares of Class A common stock of Cloudflare, Inc. Prior to this offering, there has been no public market for our Class A common stock. The initial public offering price is $15.00 per share. We

As filed with the Securities and Exchange Commission on September 11, 2019.

Table of Contents As filed with the Securities and Exchange Commission on September 11, 2019.

NYSE CERTIFICATION

New York Stock Exchange 11 Wall Street New York, NY 10005 An Intercontinental Exchange Company © 2019 Intercontinental Exchange, Inc.

Cloudflare, Inc. Update and Supplement to Preliminary Prospectus Dated September 3, 2019

FWP 1 d802436dfwp.htm FWP Filed Pursuant to Rule 433 of the Securities Act of 1933 Issuer Free Writing Prospectus dated September 11, 2019 Relating to Preliminary Prospectus dated September 3, 2019 Registration No. 333-233296 Cloudflare, Inc. Update and Supplement to Preliminary Prospectus Dated September 3, 2019 This free writing prospectus relates to the initial public offering of Class A common

Form 8-A

8-A12B 1 d939304d8a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 CLOUDFLARE, INC. (Exact name of registrant as specified in its charter) Delaware 27-0805829 (State of incorporation or organization) (I.R.S. Employer Identificatio

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share CORRESP - -

September 10, 2019 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Barbara Jacobs Stephen Krikorian Melissa Walsh Jeffrey Kauten Re: Cloudflare, Inc. Registration Statement on Form S-1 File No. 333-233296 Acceleration Request Requested Date: Thursday, September 12, 2019 Requested Time: 4:00 p.m., Eastern Dayligh

NET / Cloudflare, Inc. Class A common stock, par value $0.001 per share CORRESP - -

CORRESP 1 filename1.htm September 10, 2019 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Barbara Jacobs Stephen Krikorian Melissa Walsh Jeffrey Kauten Re: Cloudflare, Inc. Registration Statement on Form S-1 File No. 333-233296 Acceleration Request Requested Date: September 12, 2019 Requested Time: 4:00 P.M. Ea

Offer Letter between the Registrant and Matthew Prince.

EX-10.6 11 d735023dex106.htm EX-10.6 Exhibit 10.6 August 30, 2019 Mr. Matthew Prince c/o Cloudflare, Inc. 101 Townsend St. San Francisco, CA 94107 Re: Confirmatory Employment Letter Dear Mr. Prince: This letter agreement (the “Agreement”) is entered into between Matthew Prince (“you”) and Cloudflare, Inc. (the “Company” or “we”), effective as of August 30, 2019 (the “Effective Date”), to confirm t

Offer Letter between the Registrant and Douglas Kramer.

EX-10.9 14 d735023dex109.htm EX-10.9 Exhibit 10.9 August 30, 2019 Mr. Douglas Kramer c/o Cloudflare, Inc. 101 Townsend St. San Francisco, CA 94107 Re: Confirmatory Employment Letter Dear Mr. Kramer: This letter agreement (the “Agreement”) is entered into between Douglas Kramer (“you”) and Cloudflare, Inc. (the “Company” or “we”), effective as of August 30, 2019 (the “Effective Date”), to confirm t

Form of Amended and Restated Bylaws of the Registrant, to be in effect upon the completion of this offering.

Exhibit 3.5 AMENDED AND RESTATED BYLAWS OF CLOUDFLARE, INC. (Adopted on ) (Effective upon the closing of the Corporation?s initial public offering) TABLE OF CONTENTS Page ARTICLE I?CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II?MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOC

Form of Underwriting Agreement.

Exhibit 1.1 Cloudflare, Inc. Class A Common Stock Underwriting Agreement , 2019 Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC J.P. Morgan Securities LLC As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street New York, NY 10282-2198 c/o Morgan Stanley & Co. LLC 1585 Broadway New York, NY 10036 c/o J.P. Morgan Securities LLC 383 Madi