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Cloudflare Inc-A 2026年季度报告

2026-05-08 美股财报 John
报告封面

For the quarterly period ended March 31, 2026 or For the transition period fromtoCommission file number: 001-39039__________________________________________________ (Exact name of registrant as specified in itscharter)__________________________________________________ 101 Townsend Street San Francisco, California 94107 Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2of the Exchange Act. Non-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ Table of contents As of April 23, 2026, 319,528,350 shares of the registrant's Class A common stock were outstanding and 33,937,897 shares of the registrant's Class B common stock were TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Item 1Financial Statements (unaudited)9Condensed Consolidated Balance Sheets as ofMarch31, 2026and December31, 20259Condensed Consolidated Statements of Operations for theThree Months Ended March 31, 2026 and 202510Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended March31, 2026 and 202511Condensed Consolidated Statements of Stockholders' Equity for theThree Months Ended March 31, 2026and 202512Condensed Consolidated Statements of Cash Flows for theThree Months Ended March 31, 2026 and202514Notes to Condensed Consolidated Financial Statements15Item 2Management's Discussion and Analysis of Financial Condition and Results of Operations33Item 3Quantitative and Qualitative Disclosures about Market Risk49Item 4Controls and Procedures50 PART II. OTHER INFORMATION Item 1Legal Proceedings52Item 1ARisk Factors52Item 2Unregistered Sales of Equity Securities and Use of Proceeds105Item 5Other Information105Item 6Exhibits107Signatures109 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Actof 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantialrisks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operatingperformance. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,”“should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,”“potential,” or “continue,” or the negative of these words, or other similar terms or expressions that concern our expectations,strategy, plans, or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about: •our ability to retain and upgrade paying customers;•our ability to attract new paying customers, including large customers, or convert free customers to paying customers;•our future financial performance, including trends in revenue, costs of revenue, gross profit or gross margin, operatingexpenses, paying customers, and free cash flow;•our ability to achieve or maintain profitability and positive cash flow;•the impact of adverse economic conditions on our customers’ spending ability and the overall demand for our products;•the consequences we may face resulting from the activities of our customers and the actions we take in response,including associated theories of liability;•the demand, and our ability to generate demand, for our products or for solutions for security, performance, and reliabilityin general;•possible harm caused by significant disruption of service, loss or unauthorized access to customers’ content, or the actualor perceived failure of our products to prevent security incidents;•our ability to compete successfully in competitive markets;•