CLOUDFLARE INC. 2024-2025 Proxy Voting Records

Description as filed by funds: Election of Class III directors: Carl Ledbetter

CLOUDFLARE INC.’s own tally for this item (“Elect Director: Carl Ledbetter”): 548,951,342 for, 31,307,524 withheld, per its Form 8-K filed June 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following nominees were each elected as a Class III director to serve until the Company's 2028 annual meeting of stockholders or until his or her successor is duly elected and qualified.”
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 134 asset managers below reported 119,501,659 for, 3,524,524 withheld, 811,668 abstained, 374 not voted.

Showing the 25 largest of 134 asset managers. See all 134 in the interactive database.

Description as filed by funds: Election of Class III directors: Mark Hawkins

CLOUDFLARE INC.’s own tally for this item (“Elect Director: Mark Hawkins”): 574,499,568 for, 5,759,298 withheld, per its Form 8-K filed June 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following nominees were each elected as a Class III director to serve until the Company's 2028 annual meeting of stockholders or until his or her successor is duly elected and qualified.”
Support: 99.0% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 134 asset managers below reported 123,193,094 for, 639,152 withheld, 5,604 abstained, 374 not voted.

Showing the 25 largest of 134 asset managers. See all 134 in the interactive database.

Description as filed by funds: Election of Class III directors: Stacey Cunningham

CLOUDFLARE INC.’s own tally for this item (“Elect Director: Stacey Cunningham”): 577,439,996 for, 2,818,870 withheld, per its Form 8-K filed June 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The following nominees were each elected as a Class III director to serve until the Company's 2028 annual meeting of stockholders or until his or her successor is duly elected and qualified.”
Support: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 134 asset managers below reported 122,654,532 for, 1,155,208 withheld, 28,110 abstained, 374 not voted.

Showing the 25 largest of 134 asset managers. See all 134 in the interactive database.

Description as filed by funds: APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

CLOUDFLARE INC.’s own tally for this item (“3. Advisory Vote to Approve the Compensation of Named Executive Officers”): 516,021,763 for, 63,622,697 against — passed, per its Form 8-K filed June 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on an advisory non-binding basis, the compensation of the Company's named executive officers, as disclosed in the 2025 Proxy Statement.”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of CLOUDFLARE INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “SECTION 14A SAY-ON-PAY VOTES” (2 managers, 551 for).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 136 managers: 85,084,158 for, 38,676,607 against, 900 abstained, 374 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 612 managers: 111,634,841 for, 56,106,523 against, 48,452 abstained, 12,932 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025.

CLOUDFLARE INC.’s own tally for this item (“2. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 610,200,958 for, 3,632,655 against — passed, per its Form 8-K filed June 9, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The appointment of KPMG LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2025 was ratified.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 137 asset managers below reported 123,208,000 for, 651,808 against, 10,900 abstained, 374 not voted.

Showing the 25 largest of 137 asset managers. See all 137 in the interactive database.