Insider Activity Highlights a Strategic Shift at Cloudflare

On February 19 2026, President and Board Co‑Chair Zatlyn Michelle executed a sizable Class A purchase of 25,641 shares at the prevailing market price of $160.19, while simultaneously off‑loading a large block of 20,341 shares through a Rule 10b5‑1 trading plan. The net effect was a consolidation of her holdings to 69,594 shares, roughly 0.1 % of the outstanding shares. The trade occurred against a backdrop of a sharp 17.3 % weekly decline and a 7.6 % monthly slide in Cloudflare’s share price, as the company was grappling with a high‑profile outage that day.

The timing is telling. By buying just before the outage, Zatlyn signals confidence that the long‑term fundamentals remain intact, even as short‑term sentiment turns negative. The concurrent sell‑off—most of it executed at a Rule 10b5‑1 plan—helps neutralize short‑term liquidity concerns for her shares while protecting the company from the perception of “insider dumping.” For investors, the net result is a buy‑side signal that the leadership believes the company’s trajectory will rebound after the incident, while the 10 b5‑1 plan provides a disciplined exit route that limits regulatory scrutiny.

Implications for Investors and Cloudflare’s Future

The dual transaction pattern underscores a balanced risk‑management approach. The buy order shows conviction in Cloudflare’s strategic initiatives—most notably the Mastercard partnership and the company’s push toward democratized AI—which could unlock new revenue streams and elevate market perception. At the same time, the large 10 b5‑1 sell orders mitigate potential volatility from a leadership stake that could otherwise weigh on the stock during periods of uncertainty, such as the recent outage. For shareholders, this suggests that executive ownership is both committed and mindful of market dynamics, which may cushion the stock from precipitous declines in the near term.

In the broader context of the information‑technology sector, Cloudflare’s market cap of $62.3 bn and a P/E ratio of –607.01 highlight a company that is still grappling with profitability challenges. Yet the leadership’s insider activity—particularly the steady stream of sales at prices ranging from $183.33 to $194.10—indicates that executives are comfortable accepting short‑term dilution in exchange for strategic growth. If the new cybersecurity partnership with Mastercard proves successful, the company could see a shift in its revenue mix and a stabilization of cash flows, potentially turning the P/E narrative from negative to positive.

Profile of Zatlyn Michelle: A Calculated Insider

Zatlyn Michelle’s trading history over the past six months paints a picture of a cautious yet opportunistic executive. Her transactions are heavily weighted toward Rule 10b5‑1 plans (e.g., the 20,341‑share sell on 19 Feb 2026 and the 9,564‑share sale on 23 Feb 2026) and class conversion strategies (her conversion of Class B to Class A on 19 Feb 2026). She has also engaged in option exercise sales totaling more than 6 million shares in the first quarter of 2026, a clear sign that she is monetizing her equity stake while keeping a substantial long position (69,594 shares post‑transaction). The pattern of buying large blocks early in the year—25,641 shares on 15 Jan and 19 Feb—followed by phased selling in the months that followed, suggests a deliberate roll‑off strategy rather than opportunistic trades.

Her activity aligns with the typical behavior of senior executives who wish to maintain alignment with shareholders while protecting themselves against market volatility. The fact that she has consistently used a 10 b5‑1 plan points to a preference for a legally defensible, pre‑approved exit route that reassures both regulators and investors that her sales are not reactionary to inside information. Moreover, her recent conversion of Class B shares, which are often reserved for founders and senior executives, indicates a willingness to shift from a more privileged class to a standard class to simplify ownership structure and potentially reduce regulatory scrutiny.

Bottom Line for the Investor Community

Zatlyn Michelle’s recent buying and selling activities suggest she remains optimistic about Cloudflare’s long‑term prospects, especially in light of the Mastercard partnership and the company’s AI vision. The disciplined use of Rule 10b5‑1 plans and the structured roll‑off of a large block of shares signal a balanced approach to managing executive equity, reducing the risk of sudden price pressure. For investors, the current insider activity can be viewed as a mixed signal: a confidence vote in the company’s strategic direction, tempered by a measured risk‑management stance that may help stabilize the stock after the February outage. Keeping an eye on Cloudflare’s post‑outage performance and the development of its new partnership will be key to assessing whether this insider activity translates into a meaningful rally or simply a temporary dip in the volatile tech landscape.

DateOwnerTransaction TypeSharesPrice per ShareSecurity
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Buy25,641.000.00Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell2,341.00183.86Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell5,399.00184.60Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell6,946.00185.80Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell9,174.00186.89Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell2,343.00187.96Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell463.00188.64Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell1,208.00190.30Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell2,401.00191.42Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell4,637.00192.32Class A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell168.00193.11Class A Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Buy25,641.000.00Class A Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Sell746.00190.77Class A Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Sell7,953.00191.76Class A Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Sell9,496.00192.73Class A Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Sell7,446.00193.71Class A Common Stock
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Buy25,641.000.00Class A Common Stock
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Sell9,564.00172.07Class A Common Stock
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Sell13,259.00173.01Class A Common Stock
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Sell2,818.00173.97Class A Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding406,811.00N/AClass A Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding19,615.00N/AClass A Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell25,641.00N/AEmployee Stock Option (right to buy)
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Buy25,641.00N/AClass B Common Stock
2026-02-19Zatlyn Michelle (President and Board Co-Chair)Sell25,641.00N/AClass B Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Sell25,641.00N/AEmployee Stock Option (right to buy)
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Buy25,641.00N/AClass B Common Stock
2026-02-20Zatlyn Michelle (President and Board Co-Chair)Sell25,641.00N/AClass B Common Stock
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Sell25,641.00N/AEmployee Stock Option (right to buy)
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Buy25,641.00N/AClass B Common Stock
2026-02-23Zatlyn Michelle (President and Board Co-Chair)Sell25,641.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding552,438.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding351,505.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding2,064,551.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding4,819.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding921,730.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding944,742.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding790,659.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding1,000,000.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding200,000.00N/AClass B Common Stock
N/AZatlyn Michelle (President and Board Co-Chair)Holding250,000.00N/AClass B Common Stock