StockWatch
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Computer Software: Prepackaged Software
AGM/EGMJun 30, 2026, 05:01 PM

Cloudflare Stockholders Approve Class C Stock, Increase Authorized Shares

AI Summary

Cloudflare, Inc. held its 2026 Annual Meeting of Stockholders where several key proposals were approved. Stockholders voted to amend and restate the 2019 Equity Incentive Plan and the 2019 Employee Stock Purchase Plan. Additionally, Class I directors were elected, KPMG LLP was ratified as the independent auditor, and executive compensation received advisory approval. Significant corporate governance changes were also approved, including the establishment of Class C common stock and an increase in authorized Class A and Preferred shares.

Key Highlights

  • Stockholders approved the amendment and restatement of the 2019 Equity Incentive Plan and the 2019 Employee Stock Purchase Plan.
  • Michelle Zatlyn, Scott Sandell, and Karim Lakhani were elected as Class I directors.
  • KPMG LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
  • Stockholders approved, on an advisory non-binding basis, the compensation of named executive officers.
  • Amendments to the Certificate of Incorporation were approved, establishing Class C common stock.
  • Authorized Class A Common Stock increased from 2,250,000,000 to 4,500,000,000 shares.
  • Authorized Preferred Stock increased from 225,000,000 to 450,000,000 shares.