NET files 8-K — Item 2.02 Results of Operations

What Was Filed

Cloudflare, Inc. (ticker NET, $87.8B market cap) filed a Form 8-K with the U.S. Securities and Exchange Commission, accepted on May 7, 2026 at 17:15:19, disclosing Items 2.02 and 7.01. Per SEC plain-language definitions, Item 2.02 covers results of operations and financial data for a completed fiscal period, while Item 7.01 is a Regulation FD disclosure of material nonpublic information, typically forward-looking statements or operational updates. The full filing exhibit is available at https://www.sec.gov/Archives/edgar/data/1477333/000147733326000035/q126exhibit991.htm.

The Disclosure

The lead Item 2.02 filing covers Q1 2026 financial results, per the exhibit’s naming convention. Public earnings history confirms the filing includes Q1 2026 revenue of $639,755,000, which beat consensus analyst estimates of $620,826,200, while reported EPS was none versus a consensus estimate of $0.23. The paired Item 7.01 disclosure accompanies the quarterly results with material nonpublic operational or forward-looking updates, a standard pairing for earnings filings tied to announced strategic restructuring.

Cross-Referenced Prior Signals

This 8-K filing follows two days after two NET directors executed insider stock sales via Form 4 filings on May 5, 2026. Co-founder and director John Graham-Cumming sold 7,560 shares across nine separate trades (two M-Exempt, seven S-Sale) at prices ranging from $44.72 to $223.73, generating $783,771 in gross proceeds. Director Carl Ledbetter sold 15,000 shares in a single S-Sale transaction at $238.12 per share, generating $3,571,797 in gross proceeds. Additionally, as of May 1, 2026, analyst ratings for NET held steady at 7 Strong Buy, 17 Buy, 9 Hold, 1 Sell, and 1 Strong Sell, a minor shift from April 1’s 11 Hold positions, with no new ratings changes announced in the 72 hours prior to the 8-K filing. The December 31, 2025 13F institutional holding summary shows 81.1% of NET’s float held by institutional investors, with 173 new positions established in the final quarter of 2025.

What This Filing Does NOT Tell Us

1) The specific dollar value of restructuring charges tied to any operational changes disclosed in Item 7.01, which are required to model near-term margin performance.

2) Granular Q1 2026 revenue breakdown by product segment (e.g., cloud security, network services) that would allow for assessment of end-market demand trends.

3) Official forward-looking guidance for Q2 2026 or full-year 2026, which was referenced in unconfirmed public reports ahead of the SEC filing.