Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 2, 2022, Cloudflare, Inc. (the "Company") held its 2022 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 7, 2022 (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, 243,619,683 shares of Class A Common Stock and 44,433,549 shares of Class B Common Stock, or approximately 93.95% 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 21, 2022 (the "2022 Proxy Statement"):

Proposal One - Election of Class III Directors. The following nominees were each elected as a Class III director to serve until the Company's 2025 annual meeting of stockholders or until his successor is duly elected and qualified. The results of such vote were:



       Nominee              For            Withheld        Broker Non-Votes
    Mark Anderson       617,130,147       37,802,091          33,022,935
     Mark Hawkins       653,421,588       1,510,650           33,022,935
    Carl Ledbetter      581,405,909       73,526,329          33,022,935

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, 2022 was ratified. The results of such vote were:



        For            Against       Abstained       Broker Non-Votes
    686,927,647        733,971        293,555               -

Proposal Three - Advisory Vote to Approve the Compensation of Named Executive Officers. The stockholders approved, on an advisory non-binding basis, the compensation of the Company's named executive officers, as disclosed in the 2022 Proxy Statement. The results of such vote were:



        For             Against        Abstained       Broker Non-Votes
    533,688,890       120,856,882       386,466           33,022,935

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