8-KEarnings & ResultsCorporate ChangesRegulation FD+1

Cloudflare, Inc. 8-K Report, Financial Results (May 7, 2020)

Filed May 7, 2020For Securities:NET

Summary

Cloudflare, Inc. (NET) filed an 8-K on May 7, 2020, primarily to report its financial results for the fiscal quarter ended March 31, 2020, as detailed in the accompanying press release (Exhibit 99.1). The filing also disclosed amendments to the Company's bylaws regarding the exclusive forum for resolving Securities Act of 1933 claims, designating U.S. federal district courts as the exclusive venue unless an alternative is agreed upon. This change, effective May 5, 2020, aims to streamline legal proceedings related to federal securities laws. Investors should note that while the 8-K furnishes the financial results, the details within the press release and supplemental information are not considered "filed" for certain SEC liability purposes. The Company continues to utilize a broad range of communication channels, including its investor relations website and social media, to disseminate material information, underscoring the importance of monitoring these sources for comprehensive updates.

Key Highlights

  • 1Cloudflare reported its first-quarter 2020 financial results on May 7, 2020.
  • 2The company amended its bylaws to designate U.S. federal district courts as the exclusive forum for Securities Act of 1933 claims.
  • 3This bylaw amendment aims to provide a consistent and efficient venue for federal securities litigation.
  • 4The press release containing the financial results is furnished as an exhibit, not deemed 'filed' for certain liabilities.
  • 5Supplemental financial and other information was posted on the investor relations website.
  • 6Cloudflare emphasizes the use of multiple channels, including its website and social media, for public disclosures.
  • 7The filing includes the Amended and Restated Bylaws as an exhibit.

Frequently Asked Questions

This 8-K report primarily refers to a press release (Exhibit 99.1) issued on May 7, 2020, which contains Cloudflare's financial results for the fiscal quarter ended March 31, 2020. For specific financial figures, investors should refer to the content of Exhibit 99.1.

Cloudflare's Board of Directors approved amended and restated bylaws that designate U.S. federal district courts as the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act of 1933, unless the Company consents in writing to an alternative forum.

The amendment aims to provide a more consistent and potentially efficient venue for the resolution of claims brought under the Securities Act of 1933, reducing potential forum shopping and associated legal complexities.

No, the information contained in Item 2.02 of the 8-K, including the press release furnished as Exhibit 99.1, is furnished and shall not be deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section.