Cloudflare Stockholders Elect Directors, Ratify Auditors

TL;DR

Cloudflare shareholders voted YES on directors and auditors. All good.

AI Summary

On June 4, 2024, Cloudflare, Inc. filed an 8-K report to announce the results of its annual meeting of stockholders. The company reported that all director nominees were elected, and the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2024, was ratified.

Why It Matters

This filing confirms the company's leadership structure and auditor for the upcoming fiscal year, providing assurance to investors regarding governance and financial oversight.

Risk Assessment

Risk Level: low — This is a routine filing confirming standard corporate governance procedures and auditor appointments.

Key Players & Entities

• Cloudflare, Inc. (company) — Registrant
• PricewaterhouseCoopers LLP (company) — Independent registered public accounting firm
• June 4, 2024 (date) — Date of Report
• December 31, 2024 (date) — Fiscal year end for auditor appointment

FAQ

Key Financial Figures

• $0.001 — which registered Class A Common Stock, $0.001 par value NET New York Stock Exchange

Filing Documents

• cloud-20240604.htm (8-K) — 38KB
• 0001477333-24-000056.txt ( ) — 160KB
• cloud-20240604.xsd (EX-101.SCH) — 2KB
• cloud-20240604_lab.xml (EX-101.LAB) — 21KB
• cloud-20240604_pre.xml (EX-101.PRE) — 12KB
• cloud-20240604_htm.xml (XML) — 3KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On June 4, 2024, Cloudflare, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). Holders of the Company's Class A common stock, par value $0.001 per share (the "Class A Common Stock"), were entitled to one vote on each proposal for each share held as of the close of business on April 10, 2024 (the "Record Date"), and holders of the Company's Class B common stock, par value $0.001 per share (the "Class B Common Stock"), were entitled to ten votes on each proposal for each share held as of the close of business on the Record Date. The Class A Common Stock and Class B Common Stock voted as a single class on all matters submitted for a vote at the Annual Meeting. At the Annual Meeting, 262,440,484 shares of Class A Common Stock and 37,933,548 shares of Class B Common Stock, or approximately 93.25% of the total voting power of shares entitled to vote, were present virtually or represented by proxy and voted on the following proposals, which are described in more detail in the Company's definitive proxy statement filed with the United States Securities and Exchange Commission on April 19, 2024 (the "2024 Proxy Statement"): Proposal One - Election of Class II Directors. The following nominees were each elected as a Class II director to serve until the Company's 2027 annual meeting of stockholders or until his or her successor is duly elected and qualified. The results of such vote were: Nominee For Withheld Broker Non-Votes Maria Eitel 520,872,273 79,887,741 41,015,950 Matthew Prince 590,000,388 10,759,626 41,015,950 Katrin Suder 546,306,482 54,453,532 41,015,950 Proposal Two - Ratification of the Appointment of Independent Registered Public Accounting Firm . The appointment of KPMG LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2024 was ratified. The results of such vote were: For Against Abs

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Cloudflare, Inc. Dated: June 6, 2024 By: /s/ Douglas Kramer Douglas Kramer Chief Legal Officer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR