Highest-materiality recent filing
Cloudflare raises $2.5B in 0% convertible notes due 2031; conversion premium 60%
$2.5B aggregate principal of 0% convertible senior notes due 2031; net proceeds ~$2.462B.
Cloudflare Q2 revenue $696.1M (+36% YoY); GAAP net loss $170M vs $50.4M
Revenue $696.1M, up 36% YoY; GAAP gross margin 71.8% vs 74.9% YoY.
Shareholders approved creation of Class C common stock and increase in authorized Class A shares from 2.25B to 4.5B (Proposal 4B) and preferred from 225M to 450M (Proposal 4C).
Stockholders approved creation of Class C common stock (382M for, 200M against) and Class C split.
Cloudflare Q1 revenue $639.8M (+34% YoY), non-GAAP EPS $0.25; to cut ~20% of workforce
Revenue $639.8M (+34% YoY); non-GAAP EPS $0.25 vs $0.16 prior year; GAAP net loss $22.9M ($0.07 loss per share).
Cloudflare Q1 revenue $639.8M +34% YoY; announces 20% workforce reduction
Q1 revenue $639.8M (+34% YoY); GAAP net loss $22.9M ($0.07 loss/share); non-GAAP net income $94.0M ($0.25 diluted EPS).
Cloudflare Q4 revenue $614.5M (+34% YoY); record $42.5M ACV deal
Q4 revenue $614.5M (+34% YoY); FY2025 revenue $2,167.9M (+30% YoY).
Cloudflare CLO Doug Kramer resigning; Alissa Starzak appointed successor
Doug Kramer resigns as Chief Legal Officer effective March 31, 2026, after nearly 10 years.
Cloudflare Q3 revenue $562M (+31% YoY), non-GAAP EPS $0.27, FCF $75M
Revenue $562M (+31% YoY); GAAP net loss narrowed to $1.3M from $15.3M; non-GAAP net income $102.6M ($0.27 diluted EPS).
Cloudflare Q2 revenue $512.3M (+28% YoY); annualized run rate tops $2B
Total revenue $512.3M, up 28% YoY; annualized revenue exceeded $2B.
Cloudflare issues $2.0B zero-coupon convertible notes due 2030; conversion premium 45%
$2.0B aggregate principal of 0% Convertible Senior Notes due 2030; net proceeds ~$1.971B after discounts and expenses.
Cloudflare shareholders elect three Class III directors, ratify KPMG as auditor
Stacey Cunningham, Mark Hawkins, Carl Ledbetter elected as Class III directors to serve until 2028.
Cloudflare Q1 revenue $479.1M (+27% YoY); largest contract >$100M
Revenue $479.1M, up 27% YoY; GAAP gross margin 75.9% (down from 77.5%).
Cloudflare adds three new board members; Maria Eitel resigns after 7 years
Maria Eitel resigned as Class II director and chair of Nominating Committee, effective March 27, 2025; not due to any disagreement.
Cloudflare Q4 revenue $459.9M (+27% YoY); non-GAAP EPS $0.19 beats
Q4 revenue $459.9M (+27% YoY); FY24 revenue $1,669.6M (+29% YoY).
Cloudflare appoints Michelle Zatlyn as Co-Chair of the Board, drops COO title
Michelle Zatlyn appointed Co-Chair of the Board effective Feb 5, 2025, alongside CEO Matthew Prince.
Cloudflare Q3 revenue $430.1M, up 28% YoY; non-GAAP EPS $0.20 beats
Revenue $430.1M (+28% YoY); GAAP gross margin 77.7%, non-GAAP 78.8%.
Cloudflare Q2 revenue $401M (+30% YoY); non-GAAP EPS $0.20 beats $0.10 YoY
Revenue $401.0M, up 30% YoY; annualized revenue crossed $1.6B.
Cloudflare adopts 2024 Key Executive Change in Control and Severance Policy effective Sept 13, 2024
Named executive officers eligible for severance: 6 months base salary + 12 months COBRA for non-CIC termination.
Cloudflare stockholders elect all three Class II directors, ratify KPMG, approve say-on-pay
Maria Eitel, Matthew Prince, and Katrin Suder elected as Class II directors with votes for ranging from 520.9M to 590.0M.
Cloudflare enters $400M senior secured revolver due 2029; no initial borrowings
$400M revolving credit facility with $30M sublimits for letters of credit and swingline loans.
Cloudflare Q1 revenue $378.6M (+30% YoY); non-GAAP EPS $0.16
GAAP net loss $35.5M ($0.10/sh) vs $38.1M ($0.12/sh) a year ago; non-GAAP net income $58.2M ($0.16 diluted EPS) vs $27.2M ($0.08).
Director Mark Anderson resigns from Cloudflare board; remains as President of Revenue
Mark Anderson resigned as Class III director effective February 29, 2024.
Cloudflare Q4 revenue $362.5M (+32% YoY); record operating cash flow $85.4M
Q4 revenue $362.5M (+32% YoY); FY2023 revenue $1,296.7M (+33% YoY).
Cloudflare Q3 revenue $335.6M (+32% YoY); non-GAAP EPS $0.16, beats estimates
GAAP net loss $23.5M ($0.07 loss/share) vs $42.5M loss a year ago; non-GAAP net income $55.3M ($0.16 diluted EPS).
Cloudflare Q2 revenue $308.5M (+32% YoY); record bookings and operating profit
Revenue $308.5M, +32% YoY; GAAP net loss $94.5M ($0.28 per share).
Cloudflare annual meeting results: directors elected, KPMG ratified, say-on-pay approved
Scott Sandell elected Class I director: 469,657,302 for, 130,620,612 withheld; Michelle Zatlyn elected: 535,818,854 for, 64,459,060 withheld.
Cloudflare calls all outstanding 0.75% Convertible Notes due 2025 for July redemption
Redemption of $0.75% Convertible Senior Notes due 2025 on July 18, 2023 at 100% of principal plus accrued interest.
Cloudflare Q1 revenue $290.2M (+37% YoY); non-GAAP EPS $0.08, free cash flow $13.9M
Revenue $290.2M (+37% YoY); GAAP gross margin 75.7%, non-GAAP 77.8%.
Cloudflare Q4 revenue $274.7M (+42% YoY); record non-GAAP op income $16.8M, FCF $33.7M
Q4 revenue $274.7M (+42% YoY); FY revenue $975.2M (+49% YoY).
Cloudflare appoints Janel Riley as VP Finance/CAO; Paul Underwood to step down
Janel Riley will join as VP Finance effective May 1, 2023, and become CAO on June 1, 2023.
Cloudflare Q3 revenue $254M (+47% YoY); non-GAAP EPS $0.06, annualized revenue tops $1B
Total revenue $253.9M, up 47% YoY; GAAP net loss $0.13/sh; non-GAAP net income $0.06/diluted share.
Cloudflare amends bylaws to update director nomination rules and conform to Delaware law
Stockholders must deliver evidence of compliance with Rule 14a-19 within 5 business days before meeting to nominate directors.
Cloudflare Q2 revenue up 54% to $234.5M; record 212 large customer additions
Revenue $234.5M (+54% YoY); GAAP gross margin 76.2%; non-GAAP gross margin 78.9%.
Cloudflare announces annual meeting voting results; all proposals approved
Elected Class III directors Mark Anderson, Mark Hawkins, Carl Ledbetter to serve until 2025.
Cloudflare settles proxy lawsuit for $1.6M in attorneys' fees; court closes case
Putative class action filed in Delaware Chancery on Apr 6, 2022 alleged fiduciary duty breaches over proxy disclosures.
Cloudflare Q1 revenue $212.2M (+54% YoY); non-GAAP operating income turns positive
Revenue $212.2M (+54% YoY); GAAP net loss $41.4M ($0.13 loss/share), non-GAAP net income $3.5M ($0.01 EPS).
Cloudflare amends co-founder performance stock options, requires stockholder approval by Dec 2022
Compensation Committee approved amended Performance Awards on April 20, 2022, for CEO Matthew Prince and COO Michelle Zatlyn.
Q4 revenue $193.6M, up 54% YoY; FY revenue $656.4M, up 52% YoY.
Cloudflare grants 10-year performance stock options to co-founders; stock price targets up to $979
Co-founders Prince (CEO) and Zatlyn (COO) each receive an option for 3.96M shares (1.22% of outstanding).
Cloudflare Q3 revenue $172.3M (+51% YoY); non-GAAP net income positive for first time
Revenue $172.3M, up 51% YoY; GAAP net loss $107.3M ($0.34 loss per share) vs $26.5M loss year ago.
Cloudflare prices $1.125B 0% convertible notes due 2026; exchanges $400M of 2025 notes
Offering upsized from $1B to $1.125B; initial conversion price ~$191.34 per share (52.5% premium to $125.47 close).
Cloudflare Q2 revenue $152.4M (+53% YoY); GAAP net loss $0.12 EPS
Revenue $152.4M, up 53% YoY; GAAP gross margin 77.0%, non-GAAP 78.0%.
Effective immediately after the effectiveness of Ms. Eitel’s resignation, the Board increased the size of the Board to nine members and appointed Stacey Cunningham, Karim Lakhani, and John Graham-Cumming to serve as members of the Board.
On March 25, 2025, Maria Eitel, a Class II director of the Board of Directors (the “Board”) of Cloudflare, Inc. (the “Company”) and chair of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”), notified the Company of her resignation from the Board, effective as of March 27, 2025.
Effective immediately after the effectiveness of Ms. Eitel’s resignation, the Board increased the size of the Board to nine members and appointed Stacey Cunningham, Karim Lakhani, and John Graham-Cumming to serve as members of the Board.
Effective immediately after the effectiveness of Ms. Eitel’s resignation, the Board increased the size of the Board to nine members and appointed Stacey Cunningham, Karim Lakhani, and John Graham-Cumming to serve as members of the Board.
the Board of Directors of the Company (the “Board”) appointed Ms. Zatlyn as Co-Chair of the Board.
On February 29, 2024, Mark Anderson, a Class III director of the Board of Directors (the “Board”) of Cloudflare, Inc. (the “Company”) and a previous member of the Board’s Compensation Committee and Nominating and Corporate Governance Committee, notified the Company of his decision to resign from the Board, effective immediately.
On January 25, 2023, Janel Riley signed an offer letter with Cloudflare, Inc. (the “Company”), pursuant to which she will hold the position of Vice President, Finance effective upon her commencement of employment with the Company on May 1, 2023.
On January 25, 2023, Paul Underwood, the Company's Vice President, Head of Finance and Chief Accounting Officer, announced his decision to step down.
Max materiality 0.85 · Median 0.70 · Most common event earnings