Form 4 for NET Cloudflare, Inc.
Accepted 2025-09-11 00:00:00 ET · period of report 2025-09-09 · accession 0001786925-25-000007 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2025-09-11 | 2025-09-09+ | NET | Prince Matthew | CEO, Board Co-COB, Dir, 10% | S - Sale | $221.89 | -157.2K | 35.3K | -82% | -$34.87M |
| DMI | 2025-09-11 | 2025-09-09+ | NET | Prince Matthew | CEO, Board Co-COB, Dir, 10% | C - Cnv Deriv | — | +137.0K | 52.4K | New | — |
| DMI | 2025-09-11 | 2025-09-09+ | NET | Prince Matthew | CEO, Board Co-COB, Dir, 10% | C - Cnv Deriv | $0.00 | -137.0K | 6.19M | -2% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2025-09-09 | S | D | 18,614 | $216.51 | 26,386 | I See footnote | — | — | (F5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $215.96 to $216.9575, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 2 | Common | Class A Common Stock | 2025-09-11 | S | D | 6,418 | $228.95 | 2,226 | I See footnote | — | — | (F20) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $228.45 to $229.445, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 3 | Common | Class A Common Stock | 2025-09-11 | S | D | 2,226 | $229.74 | 0 | I See footnote | — | — | (F21) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $229.45 to $230.00, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 4 | Common | Class A Common Stock | 2025-09-09 | S | D | 12,766 | $217.37 | 13,620 | I See footnote | — | — | (F6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $216.96 to $217.955, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 5 | Common | Class A Common Stock | 2025-09-09 | S | D | 13,247 | $218.51 | 373 | I See footnote | — | — | (F7) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.96 to $218.95, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 6 | Common | Class A Common Stock | 2025-09-09 | S | D | 373 | $219.03 | 0 | I See footnote | — | — | (F8) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.98 to $219.07, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 7 | Common | Class A Common Stock | 2025-09-10 | C | A | 52,384 | — | 52,384 | I See footnote | — | — | (F1) Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 8 | Common | Class A Common Stock | 2025-09-10 | S | D | 4,530 | $220.13 | 47,854 | I See footnote | — | — | (F9) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $219.51 to $220.50, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 9 | Common | Class A Common Stock | 2025-09-10 | S | D | 10,261 | $221.10 | 37,593 | I See footnote | — | — | (F10) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $220.51 to $221.505, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 10 | Common | Class A Common Stock | 2025-09-09 | S | D | 7,384 | $215.62 | 45,000 | I See footnote | — | — | (F4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $214.96 to $215.955, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) through (21) to this Form 4. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 11 | Common | Class A Common Stock | 2025-09-09 | C | A | 32,273 | — | 52,384 | I See footnote | — | — | (F1) Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 12 | Common | Class A Common Stock | 2025-09-10 | S | D | 19,587 | $222.04 | 18,006 | I See footnote | — | — | (F11) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $221.51 to $222.5075, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 13 | Common | Class A Common Stock | 2025-09-11 | S | D | 7,478 | $227.93 | 8,644 | I See footnote | — | — | (F19) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $227.445 to $228.4425, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 14 | Common | Class A Common Stock | 2025-09-11 | S | D | 7,422 | $226.87 | 16,122 | I See footnote | — | — | (F18) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $226.44 to $227.43, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 15 | Common | Class A Common Stock | 2025-09-11 | S | D | 11,736 | $225.88 | 23,544 | I See footnote | — | — | (F17) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.44 to $226.435, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 16 | Common | Class A Common Stock | 2025-09-10 | S | D | 13,372 | $222.89 | 4,634 | I See footnote | — | — | (F12) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $222.51 to $223.50, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 17 | Common | Class A Common Stock | 2025-09-10 | S | D | 3,192 | $223.92 | 1,442 | I See footnote | — | — | (F13) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.51 to $224.50, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 18 | Common | Class A Common Stock | 2025-09-10 | S | D | 1,442 | $224.72 | 0 | I See footnote | — | — | (F14) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.51 to $225.23, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 19 | Common | Class A Common Stock | 2025-09-11 | C | A | 52,384 | — | 52,384 | I See footnote | — | — | (F1) Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 20 | Common | Class A Common Stock | 2025-09-11 | S | D | 4,582 | $223.98 | 47,802 | I See footnote | — | — | (F15) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.44 to $224.43, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 21 | Common | Class A Common Stock | 2025-09-11 | S | D | 12,522 | $224.95 | 35,280 | I See footnote | — | — | (F16) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.44 to $225.435, inclusive. (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). |
| 22 | Derivative | Class B Common Stock | 2025-09-11 | C | D | 52,384 | $0.00 | 6,134,294 | I See footnote | — · — to — | 52,384 Class A Common Stock | (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). (F1) Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. |
| 23 | Derivative | Class B Common Stock | 2025-09-09 | C | D | 32,273 | $0.00 | 6,239,062 | I See footnote | — · — to — | 32,273 Class A Common Stock | (F22) Includes 636,011 shares previously reported as held of record by The Matthew Prince 2023 Grantor Retained Annuity Trust 2 dated August 14, 2023, for which the reporting person serves as co-trustee and investment advisor (the "2023 Annuity Trust 2") and 900,473 shares previously reported as held of record by The Matthew Prince 2024 Grantor Retained Annuity Trust 2 dated August 20, 2024, for which the reporting person serves as co-trustee and investment advisor (the "2024 Annuity Trust 2") which were re-registered on August 25, 2025 and are now held of record by the Revocable Trust. (F23) Excludes 2,000,000 shares previously reported as held of record by the Revocable Trust which were re-registered on August 25, 2025 and are now held of record by The Matthew Prince 2025 Grantor Retained Annuity Trust 2 dated August 11, 2025, for which the reporting person serves as co-trustee and investment advisor (the "2025 Annuity Trust 2"). (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). (F1) Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. |
| 24 | Derivative | Class B Common Stock | 2025-09-10 | C | D | 52,384 | $0.00 | 6,186,678 | I See footnote | — · — to — | 52,384 Class A Common Stock | (F2) The shares are held of record by the Matthew Prince Revocable Trust dated October 29, 2015, for which the reporting person serves as trustee (the "Revocable Trust"). (F1) Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. |