Cloudflare Announces Fourth Quarter and Fiscal Year 2025 Financial Results

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Cloudflare, Inc. (NYSE: NET), the leading connectivity cloud company, today announced financial results for its fourth quarter and fiscal year ended December 31, 2025.

"We had an exceptionally strong end to 2025. In Q4, we closed our largest annual contract value deal ever—averaging $42.5 million per year—and total new ACV grew nearly 50 percent year-over-year, our fastest growth rate since 2021," said Matthew Prince, co-founder & CEO, Cloudflare. "The shift toward AI and agents represents a fundamental re-platforming of the Internet that's driving demand across Cloudflare's services. If agents are the new users of the web, Cloudflare is the platform they run on and the network they pass through. This creates a virtuous flywheel: more agents drive more code to Cloudflare Workers, which fuels demand for our performance, security, and networking services. We were built for this moment and the rise of the Agentic Internet."

Fourth Quarter 2025 Financial Highlights

  • Revenue: Total revenue of $614.5 million, representing an increase of 33.6% year-over-year.
  • Gross Profit: GAAP gross profit was $452.6 million, or 73.6% gross margin, compared to $351.3 million, or 76.4%, in the fourth quarter of 2024. Non-GAAP gross profit was $460.2 million, or 74.9% gross margin, compared to $356.8 million, or 77.6%, in the fourth quarter of 2024.
  • Operating Income (Loss): GAAP loss from operations was $49.2 million, or 8.0% of total revenue, compared to $34.7 million, or 7.5% of total revenue, in the fourth quarter of 2024. Non-GAAP income from operations was $89.6 million, or 14.6% of total revenue, compared to $67.2 million, or 14.6% of total revenue, in the fourth quarter of 2024.
  • Net Income (Loss): GAAP net loss was $12.1 million, compared to $12.8 million in the fourth quarter of 2024. GAAP net loss per basic and diluted share was $0.03, compared to $0.04 in the fourth quarter of 2024. Non-GAAP net income was $106.8 million, compared to $68.8 million in the fourth quarter of 2024. Non-GAAP net income per diluted share was $0.28, compared to $0.19 in the fourth quarter of 2024.
  • Cash Flow: Net cash flow from operating activities was $190.4 million, compared to $127.3 million for the fourth quarter of 2024. Free cash flow was $99.4 million, or 16.2% of total revenue, compared to $47.8 million, or 10.4% of total revenue, in the fourth quarter of 2024.
  • Cash, cash equivalents, and available-for-sale securities were $4,101.3 million as of December 31, 2025.

Full Year 2025 Financial Highlights

  • Revenue: Total revenue of $2,167.9 million, representing an increase of 29.8% year-over-year.
  • Gross Profit: GAAP gross profit was $1,615.4 million, or 74.5% gross margin, compared to $1,290.9 million, or 77.3%, in fiscal 2024. Non-GAAP gross profit was $1,643.2 million, or 75.8% gross margin, compared to $1,313.6 million, or 78.7%, in fiscal 2024.
  • Operating Income (Loss): GAAP loss from operations was $207.2 million, or 9.6% of total revenue, compared to $154.8 million, or 9.3% of total revenue, in fiscal 2024. Non-GAAP income from operations was $303.9 million, or 14.0% of total revenue, compared to $230.1 million, or 13.8% of total revenue, in fiscal 2024.
  • Net Income (Loss): GAAP net loss was $102.3 million, compared to $78.8 million for fiscal 2024. GAAP net loss per basic and diluted share was $0.29, compared to $0.23 for fiscal 2024. Non-GAAP net income was $342.9 million, compared to $269.0 million for fiscal 2024. Non-GAAP net income per diluted share was $0.93, compared to $0.75 for fiscal 2024.
  • Cash Flow: Net cash flow from operating activities was $603.1 million, compared to $380.4 million for fiscal 2024. Free cash flow was $260.6 million, or 12.0% of total revenue, compared to $166.9 million, or 10.0% of total revenue, for fiscal 2024.

The section titled "Non-GAAP Financial Information" below describes our usage of non-GAAP financial measures. Reconciliations between historical GAAP and non-GAAP information are contained at the end of this press release following the accompanying financial data.

Financial Outlook

For the first quarter of 2026, we expect:

  • Total revenue of $620.0 to $621.0 million
  • Non-GAAP income from operations of $70.0 to $71.0 million
  • Non-GAAP net income per share of $0.23, utilizing weighted average common shares outstanding of approximately 377 million

For the full year 2026, we expect:

  • Total revenue of $2,785.0 to $2,795.0 million
  • Non-GAAP income from operations of $378.0 to $382.0 million
  • Non-GAAP net income per share of $1.11 to $1.12, utilizing weighted average common shares outstanding of approximately 377 million

These statements are forward-looking and actual results may differ materially. Refer to the Forward-Looking Statements safe harbor below for information on the factors that could cause our actual results to differ materially from these forward-looking statements.

Conference Call Information

Cloudflare will host an investor conference call to discuss its fourth quarter and fiscal year ended December 31, 2025 earnings results today at 2:00 p.m. Pacific time (5:00 p.m. Eastern time). Interested parties can access the call by dialing (646) 968-2727 or toll-free at (888) 596-4244 with conference ID 3723782. A live webcast of the conference call will be accessible from the investor relations website at https://cloudflare.NET. A replay will be available approximately two hours after the conclusion of the live event and will remain available for approximately one year.

Supplemental Financial and Other Information

Supplemental financial and other information can be accessed through the Company’s investor relations website at https://cloudflare.NET.

Non-GAAP Financial Information

Cloudflare believes that the presentation of non-GAAP financial information provides important supplemental information to management and investors regarding financial and business trends relating to the Company’s financial condition and results of operations. Reconciliations of non-GAAP financial measures to the most directly comparable financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future. For further information regarding why Cloudflare believes that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the “Explanation of Non-GAAP Financial Measures” section at the end of this press release.

Available Information

Cloudflare intends to use its press releases, website, investor relations website, news site, blog, X account, Facebook account, and Instagram account, in addition to filings made with the Securities and Exchange Commission (SEC) and public conference calls, as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “explore,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” or “continue,” or the negative of these words, or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. However, not all forward-looking statements contain these identifying words. Forward-looking statements expressed or implied in this press release include, but are not limited to, statements regarding our future financial and operating performance, our reputation and performance in the market, general market trends, our estimated and projected revenue, non-GAAP income from operations and non-GAAP net income per share, shares outstanding, the benefits to customers from using our products, the expected functionality and performance of our products, the demand by customers for our products, our plans and objectives for future operations, growth, initiatives, or strategies, our market opportunity, and comments made by our CEO and others. There are a significant number of factors that could cause actual results to differ materially from statements made in this press release, including: the impact of adverse macroeconomic conditions on our and our customers’, vendors’, and partners’ operations and future financial performance; the impact of conflicts and geopolitical tension around the world, or any worsening or expansion of those conflicts or tensions, as well as other geopolitical events such as elections and other governmental changes, threats of tariffs and other impediments to cross-border trade; our history of net losses; risks associated with managing our growth; our ability to attract and retain new customers (including new large customers); our ability to retain and upgrade paying customers and convert free customers to paying customers; our ability to expand the number of products we sell to paying customers; our ability to effectively increase sales to large customers; our ability to increase brand awareness; our ability to continue to innovate and develop new products and product features; our ability to generate demand for our products; our ability to effectively attract, train, and retain our sales force to be able to sell our existing and new products and product features; our sales team’s productivity; our ability to effectively attract, integrate and retain key personnel; problems with our internal systems, network, or data, including actual or perceived breaches or failures; rapidly evolving technological developments in the market, including advancements in AI; length of our sales cycles and the timing of payments by our customers; activities of our paying and free customers or the content of their websites and other Internet properties that use our network and products; foreign currency fluctuations; changes in the legal, tax, and regulatory environment applicable to our business; and other general market, political, economic, and business conditions. Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in our filings with the SEC, including our Quarterly Report on Form 10-Q filed on October 30, 2025, as well as other filings that we may make from time to time with the SEC.

The forward-looking statements made in this press release relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements.

About Cloudflare

Cloudflare, Inc. (NYSE: NET) is the leading connectivity cloud company on a mission to help build a better Internet. It empowers organizations to make their employees, applications and networks faster and more secure everywhere, while reducing complexity and cost. Cloudflare’s connectivity cloud delivers the most full-featured, unified platform of cloud-native products and developer tools, so any organization can gain the control they need to work, develop, and accelerate their business.

Powered by one of the world’s largest and most interconnected networks, Cloudflare blocks billions of threats online for its customers every day. It is trusted by millions of organizations – from the largest brands to entrepreneurs and small businesses to nonprofits, humanitarian groups, and governments across the globe.

Learn more about Cloudflare’s connectivity cloud at cloudflare.com/connectivity-cloud. Learn more about the latest Internet trends and insights at radar.cloudflare.com.

CLOUDFLARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Revenue

$

614,507

 

 

$

459,946

 

 

$

2,167,937

 

 

$

1,669,626

 

Cost of revenue(1)(2)

 

161,956

 

 

 

108,686

 

 

 

552,525

 

 

 

378,702

 

Gross profit

 

452,551

 

 

 

351,260

 

 

 

1,615,412

 

 

 

1,290,924

 

Operating expenses:

 

 

 

 

 

 

 

Sales and marketing(1)(2)(4)

 

251,138

 

 

 

191,967

 

 

 

920,817

 

 

 

745,791

 

Research and development(1)

 

141,887

 

 

 

120,213

 

 

 

512,489

 

 

 

421,374

 

General and administrative(1)(3)(6)(7)

 

108,760

 

 

 

73,799

 

 

 

389,311

 

 

 

278,520

 

Total operating expenses

 

501,785

 

 

 

385,979

 

 

 

1,822,617

 

 

 

1,445,685

 

Loss from operations

 

(49,234

)

 

 

(34,719

)

 

 

(207,205

)

 

 

(154,761

)

Non-operating income (expense):

 

 

 

 

 

 

 

Interest income

 

41,885

 

 

 

21,988

 

 

 

131,219

 

 

 

87,426

 

Interest expense(5)

 

(2,887

)

 

 

(1,445

)

 

 

(8,766

)

 

 

(5,196

)

Other income (expense), net

 

(272

)

 

 

3,333

 

 

 

(7,954

)

 

 

1,660

 

Total non-operating income, net

 

38,726

 

 

 

23,876

 

 

 

114,499

 

 

 

83,890

 

Loss before income taxes

 

(10,508

)

 

 

(10,843

)

 

 

(92,706

)

 

 

(70,871

)

Provision for income taxes

 

1,569

 

 

 

2,005

 

 

 

9,561

 

 

 

7,929

 

Net loss

$

(12,077

)

 

$

(12,848

)

 

$

(102,267

)

 

$

(78,800

)

Net loss per share attributable to common stockholders, basic and diluted

$

(0.03

)

 

$

(0.04

)

 

$

(0.29

)

 

$

(0.23

)

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted

 

351,087

 

 

 

344,003

 

 

 

348,421

 

 

 

341,411

 

 

(1) Includes stock-based compensation and related employer payroll taxes as follows:

Cost of revenue

$

3,975

 

$

2,821

 

$

14,605

 

$

11,597

Sales and marketing

 

36,038

 

 

 

24,682

 

 

 

137,848

 

 

 

95,763

 

Research and development

 

46,947

 

 

 

45,391

 

 

 

174,622

 

 

 

151,936

 

General and administrative

 

45,391

 

 

 

25,528

 

 

 

162,863

 

 

 

97,127

 

Total stock-based compensation and related employer payroll taxes

$

132,351

 

 

$

98,422

 

 

$

489,938

 

 

$

356,423

 

(2) Includes amortization of acquired intangible assets as follows:

Cost of revenue

$

3,653

 

$

2,720

 

$

13,172

 

$

11,084

Sales and marketing

 

659

 

 

 

362

 

 

 

1,826

 

 

 

1,663

 

Total amortization of acquired intangible assets

$

4,312

 

 

$

3,082

 

 

$

14,998

 

 

$

12,747

 

(3) Includes acquisition-related and other expenses as follows:

General and administrative

$

3,797

 

$

462

 

$

3,909

 

$

702

Total acquisition-related and other expenses

$

3,797

 

 

$

462

 

 

$

3,909

 

 

$

702

 

(4) Includes one-time compensation charge as follows:

Sales and marketing

$

 

$

 

$

 

$

15,000

Total one-time compensation charge

$

 

 

$

 

 

$

 

 

$

15,000

 

(5) Includes amortization of debt issuance costs as follows:

Interest expense

$

2,440

 

$

989

 

$

7,070

 

$

3,959

Total amortization of debt issuance costs

$

2,440

 

 

$

989

 

 

$

7,070

 

 

$

3,959

 

(6) Includes lease impairment charges as follows:

General and administrative

$

1,257

 

$

 

$

5,097

 

$

Total lease impairment charges

$

1,257

 

 

$

 

 

$

5,097

 

 

$

 

(7) Includes legal reserve and settlements as follows:

General and administrative

$

(2,886

)

 

$

 

$

(2,886

)

 

$

Total legal reserve and settlements

$

(2,886

)

 

$

 

 

$

(2,886

)

 

$

 

 

CLOUDFLARE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except par value)

(unaudited)

 

 

December 31,

2025

 

December 31,

2024

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

943,536

 

 

$

147,691

 

Available-for-sale securities

 

3,157,715

 

 

 

1,708,228

 

Accounts receivable, net

 

382,488

 

 

 

316,753

 

Contract assets

 

23,531

 

 

 

16,568

 

Restricted cash short-term

 

9,364

 

 

 

4,273

 

Prepaid expenses and other current assets

 

128,203

 

 

 

75,484

 

Total current assets

 

4,644,837

 

 

 

2,268,997

 

Property and equipment, net

 

618,691

 

 

 

467,420

 

Goodwill

 

226,563

 

 

 

181,087

 

Acquired intangible assets, net

 

41,799

 

 

 

21,865

 

Operating lease right-of-use assets

 

237,646

 

 

 

168,379

 

Deferred contract acquisition costs, noncurrent

 

219,499

 

 

 

172,217

 

Restricted cash

 

1,457

 

 

 

2,250

 

Other noncurrent assets

 

45,764

 

 

 

18,947

 

Total assets

$

6,036,256

 

 

$

3,301,162

 

Liabilities and Stockholders’ Equity

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

84,115

 

 

$

105,807

 

Accrued expenses and other current liabilities

 

109,054

 

 

 

81,602

 

Accrued compensation

 

111,005

 

 

 

80,854

 

Operating lease liabilities

 

70,901

 

 

 

47,626

 

Deferred revenue

 

684,207

 

 

 

477,765

 

Current portion of convertible senior notes, net

 

1,291,281

 

 

 

 

Total current liabilities

 

2,350,563

 

 

 

793,654

 

Convertible senior notes, net

 

1,974,120

 

 

 

1,287,321

 

Operating lease liabilities, noncurrent

 

182,025

 

 

 

128,266

 

Deferred revenue, noncurrent

 

41,088

 

 

 

22,095

 

Other noncurrent liabilities

 

29,337

 

 

 

23,625

 

Total liabilities

 

4,577,133

 

 

 

2,254,961

 

Stockholders’ Equity

 

 

 

Class A common stock; $0.001 par value; 2,250,000 shares authorized as of December 31, 2025 and 2024; 317,319 and 307,892 shares issued and outstanding as of December 31, 2025 and 2024, respectively

 

317

 

 

 

307

 

Class B common stock; $0.001 par value; 315,000 shares authorized as of December 31, 2025 and 2024; 34,568 and 36,963 shares issued and outstanding as of December 31, 2025 and 2024, respectively

 

34

 

 

 

37

 

Additional paid-in capital

 

2,651,420

 

 

 

2,152,750

 

Accumulated deficit

 

(1,204,907

)

 

 

(1,102,640

)

Accumulated other comprehensive income (loss)

 

12,259

 

 

 

(4,253

)

Total stockholders’ equity

 

1,459,123

 

 

 

1,046,201

 

Total liabilities and stockholders’ equity

$

6,036,256

 

 

$

3,301,162

 

 

CLOUDFLARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

Year Ended December 31,

 

 

2025

 

 

 

2024

 

Cash Flows from Operating Activities

 

 

 

Net loss

$

(102,267

)

 

$

(78,800

)

Adjustments to reconcile net loss to cash provided by operating activities:

 

 

 

Depreciation and amortization expense

 

189,742

 

 

 

127,722

 

Non-cash operating lease costs

 

66,427

 

 

 

49,476

 

Amortization of deferred contract acquisition costs

 

101,623

 

 

 

77,822

 

Stock-based compensation expense

 

451,454

 

 

 

338,461

 

Amortization of debt issuance costs

 

7,070

 

 

 

3,959

 

Net accretion of discounts and amortization of premiums on available-for-sale securities

 

(29,897

)

 

 

(42,081

)

Deferred income taxes

 

1,333

 

 

 

2,111

 

Provision for bad debt

 

14,989

 

 

 

10,038

 

Other

 

(38

)

 

 

643

 

Changes in operating assets and liabilities, net of effect of asset acquisitions and business combinations:

 

 

 

Accounts receivable, net

 

(80,595

)

 

 

(78,523

)

Contract assets

 

(4,507

)

 

 

(5,527

)

Deferred contract acquisition costs

 

(148,905

)

 

 

(116,803

)

Prepaid expenses and other current assets

 

(79,995

)

 

 

(38,227

)

Other noncurrent assets

 

6,792

 

 

 

2,170

 

Accounts payable

 

8,864

 

 

 

18,626

 

Accrued expenses and other current liabilities

 

15,422

 

 

 

9,900

 

Accrued compensation

 

26,675

 

 

 

18,742

 

Operating lease liabilities

 

(63,757

)

 

 

(55,248

)

Deferred revenue

 

223,815

 

 

 

135,008

 

Other noncurrent liabilities

 

(1,131

)

 

 

960

 

Net cash provided by operating activities

 

603,114

 

 

 

380,429

 

Cash Flows from Investing Activities

 

 

 

Purchases of property and equipment

 

(315,617

)

 

 

(185,037

)

Capitalized internal-use software

 

(26,935

)

 

 

(28,477

)

Asset acquisitions and business combinations, net of cash acquired

 

(50,884

)

 

 

(37,991

)

Purchases of available-for-sale securities

 

(3,537,085

)

 

 

(1,572,113

)

Maturities of available-for-sale securities

 

2,121,993

 

 

 

1,493,356

 

Other investing activities

 

1,828

 

 

 

38

 

Net cash used in investing activities

 

(1,806,700

)

 

 

(330,224

)

Cash Flows from Financing Activities

 

 

 

Proceeds from settlement of the 2025 Capped Calls

 

309,616

 

 

 

 

Gross proceeds from issuance of 2030 convertible senior notes

 

2,000,000

 

 

 

 

Purchases of capped calls related to the 2030 convertible senior notes

 

(283,400

)

 

 

 

Cash paid for issuance costs on 2030 convertible senior notes

 

(29,004

)

 

 

 

Cash paid for issuance costs on revolving credit facility

 

 

 

 

(2,148

)

Proceeds from the exercise of stock options

 

33,123

 

 

 

12,905

 

Proceeds from the early exercise of stock options

 

 

 

 

6

 

Proceeds from the issuance of common stock for employee stock purchase plan

 

25,435

 

 

 

19,796

 

Payment of tax withholding obligation on RSU and PSU settlement

 

(48,254

)

 

 

(16,774

)

Payment of indemnity holdback

 

(3,787

)

 

 

(1,000

)

Net cash provided by financing activities

 

2,003,729

 

 

 

12,785

 

Net increase in cash, cash equivalents, and restricted cash

 

800,143

 

 

 

62,990

 

Cash, cash equivalents, and restricted cash, beginning of period

 

154,214

 

 

 

91,224

 

Cash, cash equivalents, and restricted cash, end of period

$

954,357

 

 

$

154,214

 

 

CLOUDFLARE, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Reconciliation of cost of revenue:

 

 

 

 

 

 

 

 

GAAP cost of revenue

 

$

161,956

 

 

$

108,686

 

 

$

552,525

 

 

$

378,702

 

Less: Stock-based compensation and related employer payroll taxes

 

 

(3,975

)

 

 

(2,821

)

 

 

(14,605

)

 

 

(11,597

)

Less: Amortization of acquired intangible assets

 

 

(3,653

)

 

 

(2,720

)

 

 

(13,172

)

 

 

(11,084

)

Non-GAAP cost of revenue

 

$

154,328

 

 

$

103,145

 

 

$

524,748

 

 

$

356,021

 

Reconciliation of gross profit:

 

 

 

 

 

 

 

 

GAAP gross profit

 

$

452,551

 

 

$

351,260

 

 

$

1,615,412

 

 

$

1,290,924

 

Add: Stock-based compensation and related employer payroll taxes

 

 

3,975

 

 

 

2,821

 

 

 

14,605

 

 

 

11,597

 

Add: Amortization of acquired intangible assets

 

 

3,653

 

 

 

2,720

 

 

 

13,172

 

 

 

11,084

 

Non-GAAP gross profit

 

$

460,179

 

 

$

356,801

 

 

$

1,643,189

 

 

$

1,313,605

 

GAAP gross margin

 

 

73.6

%

 

 

76.4

%

 

 

74.5

%

 

 

77.3

%

Non-GAAP gross margin

 

 

74.9

%

 

 

77.6

%

 

 

75.8

%

 

 

78.7

%

Reconciliation of operating expenses:

 

 

 

 

 

 

 

 

GAAP sales and marketing

 

$

251,138

 

 

$

191,967

 

 

$

920,817

 

 

$

745,791

 

Less: Stock-based compensation and related employer payroll taxes

 

 

(36,038

)

 

 

(24,682

)

 

 

(137,848

)

 

 

(95,763

)

Less: Amortization of acquired intangible assets

 

 

(659

)

 

 

(362

)

 

 

(1,826

)

 

 

(1,663

)

Less: One-time compensation charge

 

 

 

 

 

 

 

 

 

 

 

(15,000

)

Non-GAAP sales and marketing

 

$

214,441

 

 

$

166,923

 

 

$

781,143

 

 

$

633,365

 

GAAP research and development

 

$

141,887

 

 

$

120,213

 

 

$

512,489

 

 

$

421,374

 

Less: Stock-based compensation and related employer payroll taxes

 

 

(46,947

)

 

 

(45,391

)

 

 

(174,622

)

 

 

(151,936

)

Non-GAAP research and development

 

$

94,940

 

 

$

74,822

 

 

$

337,867

 

 

$

269,438

 

GAAP general and administrative

 

$

108,760

 

 

$

73,799

 

 

$

389,311

 

 

$

278,520

 

Less: Stock-based compensation and related employer payroll taxes

 

 

(45,391

)

 

 

(25,528

)

 

 

(162,863

)

 

 

(97,127

)

Less: Acquisition-related and other expenses

 

 

(3,797

)

 

 

(462

)

 

 

(3,909

)

 

 

(702

)

Less: Lease impairment charges

 

 

(1,257

)

 

 

 

 

 

(5,097

)

 

 

 

Less: Legal reserve and settlements

 

 

2,886

 

 

 

 

 

 

2,886

 

 

 

 

Non-GAAP general and administrative

 

$

61,201

 

 

$

47,809

 

 

$

220,328

 

 

$

180,691

 

Reconciliation of income (loss) from operations:

 

 

 

 

 

 

 

 

GAAP loss from operations

 

$

(49,234

)

 

$

(34,719

)

 

$

(207,205

)

 

$

(154,761

)

Add: Stock-based compensation and related employer payroll taxes

 

 

132,351

 

 

 

98,422

 

 

 

489,938

 

 

 

356,423

 

Add: Amortization of acquired intangible assets

 

 

4,312

 

 

 

3,082

 

 

 

14,998

 

 

 

12,747

 

Add: Acquisition-related and other expenses

 

 

3,797

 

 

 

462

 

 

 

3,909

 

 

 

702

 

Add: One-time compensation charge

 

 

 

 

 

 

 

 

 

 

 

15,000

 

Add: Lease asset impairment expense

 

 

1,257

 

 

 

 

 

 

5,097

 

 

 

 

Add: Legal reserve and settlements

 

 

(2,886

)

 

 

 

 

 

(2,886

)

 

 

 

Non-GAAP income from operations

 

$

89,597

 

 

$

67,247

 

 

$

303,851

 

 

$

230,111

 

GAAP operating margin

 

 

(8.0

)%

 

 

(7.5

)%

 

 

(9.6

)%

 

 

(9.3

)%

Non-GAAP operating margin

 

 

14.6

%

 

 

14.6

%

 

 

14.0

%

 

 

13.8

%

 

CLOUDFLARE, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Reconciliation of interest expense:

 

 

 

 

 

 

 

 

GAAP interest expense

 

$

(2,887

)

 

$

(1,445

)

 

$

(8,766

)

 

$

(5,196

)

Add: Amortization of debt issuance costs

 

 

2,440

 

 

 

989

 

 

 

7,070

 

 

 

3,959

 

Non-GAAP interest expense

 

$

(447

)

 

$

(456

)

 

$

(1,696

)

 

$

(1,237

)

Reconciliation of provision for income taxes:

 

 

 

 

 

 

 

 

GAAP provision for income taxes

 

$

1,569

 

 

$

2,005

 

 

$

9,561

 

 

$

7,929

 

Income tax effect of non-GAAP adjustments

 

 

22,411

 

 

 

21,300

 

 

 

72,977

 

 

 

41,018

 

Non-GAAP provision for income taxes

 

$

23,980

 

 

$

23,305

 

 

$

82,538

 

 

$

48,947

 

Reconciliation of net income (loss) and net income (loss) per share:

 

 

 

 

 

 

 

 

GAAP net loss attributable to common stockholders

 

$

(12,077

)

 

$

(12,848

)

 

$

(102,267

)

 

$

(78,800

)

Add: Stock-based compensation and related employer payroll taxes

 

 

132,351

 

 

 

98,422

 

 

 

489,938

 

 

 

356,423

 

Add: Amortization of acquired intangible assets

 

 

4,312

 

 

 

3,082

 

 

 

14,998

 

 

 

12,747

 

Add: Acquisition-related and other expenses

 

 

3,797

 

 

 

462

 

 

 

3,909

 

 

 

702

 

Add: One-time compensation charge

 

 

 

 

 

 

 

 

 

 

 

15,000

 

Add: Amortization of debt issuance costs

 

 

2,440

 

 

 

989

 

 

 

7,070

 

 

 

3,959

 

Add: Lease impairment charges

 

 

1,257

 

 

 

 

 

 

5,097

 

 

 

 

Add: Legal reserve and settlements

 

 

(2,886

)

 

 

 

 

 

(2,886

)

 

 

 

Income tax effect of non-GAAP adjustments

 

 

(22,411

)

 

 

(21,300

)

 

 

(72,977

)

 

 

(41,018

)

Non-GAAP net income

 

$

106,783

 

 

$

68,807

 

 

$

342,882

 

 

$

269,013

 

 

 

 

 

 

 

 

 

 

GAAP net loss per share, basic

 

$

(0.03

)

 

$

(0.04

)

 

$

(0.29

)

 

$

(0.23

)

 

 

 

 

 

 

 

 

 

GAAP net loss per share, diluted

 

$

(0.03

)

 

$

(0.04

)

 

$

(0.29

)

 

$

(0.23

)

Add: Stock-based compensation and related employer payroll taxes

 

 

0.38

 

 

 

0.29

 

 

 

1.41

 

 

 

1.04

 

Add: Amortization of acquired intangible assets

 

 

0.01

 

 

 

0.01

 

 

 

0.04

 

 

 

0.04

 

Add: Acquisition-related and other expenses

 

 

0.01

 

 

 

 

 

 

0.01

 

 

 

 

Add: One-time compensation charge

 

 

 

 

 

 

 

 

 

 

 

0.04

 

Add: Amortization of debt issuance costs

 

 

0.01

 

 

 

 

 

 

0.02

 

 

 

0.01

 

Add: Lease impairment charges

 

 

 

 

 

 

 

 

0.01

 

 

 

 

Add: Legal reserve and settlements

 

 

(0.01

)

 

 

 

 

 

(0.01

)

 

 

 

Income tax effect of non-GAAP adjustments

 

 

(0.06

)

 

 

(0.06

)

 

 

(0.21

)

 

 

(0.12

)

Effect of dilutive shares

 

 

(0.03

)

 

 

(0.01

)

 

 

(0.05

)

 

 

(0.03

)

Non-GAAP net income per share, diluted(1)

 

$

0.28

 

 

$

0.19

 

 

$

0.93

 

 

$

0.75

 

 

 

 

 

 

 

 

 

 

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic

 

 

351,087

 

 

 

344,003

 

 

 

348,421

 

 

 

341,411

 

Weighted-average shares used in computing non-GAAP net income per share attributable to common stockholders, diluted

 

 

375,478

 

 

 

359,255

 

 

 

370,274

 

 

 

357,686

 

 

(1)

 

Totals may not sum due to rounding. Figures are calculated based upon the respective underlying non-rounded data.

 

CLOUDFLARE, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Free cash flow

 

 

 

 

 

 

 

Net cash provided by operating activities

$

190,411

 

 

$

127,308

 

 

$

603,114

 

 

$

380,429

 

Less: Purchases of property and equipment

 

(85,190

)

 

 

(73,153

)

 

 

(315,617

)

 

 

(185,037

)

Less: Capitalized internal-use software

 

(5,777

)

 

 

(6,401

)

 

 

(26,935

)

 

 

(28,477

)

Free cash flow

$

99,444

 

 

$

47,754

 

 

$

260,562

 

 

$

166,915

 

Net cash used in investing activities

$

(291,719

)

 

$

(167,032

)

 

$

(1,806,700

)

 

$

(330,224

)

Net cash provided by (used in) financing activities

$

(3,827

)

 

$

8,032

 

 

$

2,003,729

 

 

$

12,785

 

Net cash provided by operating activities (percentage of revenue)

 

31

%

 

 

28

%

 

 

28

%

 

 

23

%

Less: Purchases of property and equipment (percentage of revenue)

 

(14

)%

 

 

(16

)%

 

 

(15

)%

 

 

(11

)%

Less: Capitalized internal-use software (percentage of revenue)

 

(1

)%

 

 

(2

)%

 

 

(1

)%

 

 

(2

)%

Free cash flow margin(1)

 

16

%

 

 

10

%

 

 

12

%

 

 

10

%

 

(1)

 

Totals may not sum due to rounding. Figures are calculated based upon the respective underlying non-rounded data.

Explanation of Non-GAAP Financial Measures

In addition to our results determined in accordance with generally accepted accounting principles in the United States (U.S. GAAP), we believe the following non-GAAP measures are useful in evaluating our operating performance. We use the following non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with U.S. GAAP. In particular, free cash flow is not a substitute for cash provided by operating activities. Additionally, the utility of free cash flow as a measure of our liquidity is further limited as it does not represent the total increase or decrease in our cash balance for a given period. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. A reconciliation is provided above for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with U.S. GAAP. Investors are encouraged to review the related U.S. GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable U.S. GAAP financial measures, and not to rely on any single financial measure to evaluate our business.

Items Excluded from Non-GAAP Measures. We exclude stock-based compensation expense, which is a non-cash expense, from certain of our non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding operational performance. We exclude employer payroll tax expenses related to stock-based compensation, which is a cash expense, from certain of our non-GAAP financial measures because such expenses are dependent on the price of our Class A common stock and other factors that are beyond our control and do not correlate to the operation of our business. We exclude amortization of acquired intangible assets, which is a non-cash expense, related to business combinations from certain of our non-GAAP financial measures because such expenses are related to business combinations and have no direct correlation to the operation of our business. We exclude acquisition-related and other expenses from certain of our non-GAAP financial measures because such expenses are related to business combinations and have no direct correlation to the operation of our business. Acquisition-related and other expenses can be cash or non-cash expenses and include third-party transaction costs and compensation expense for key acquired personnel. We exclude lease impairment charges related to real estate leases, which is a non-cash expense, from certain of our non-GAAP financial measures because they are not indicative of the Company’s ongoing cost structure and core business performance. We exclude amortization of debt issuance costs, which is a non-cash expense, from certain of our non-GAAP financial measures because such expenses have no direct correlation to the operation of our business. We exclude legal reserve and settlements, which can be cash or non-cash expenses, from certain of our non-GAAP financial measures because they are not indicative of the Company’s ongoing cost structure and core business performance. We also excluded the one-time cash compensation charge incurred during the three months ended March 31, 2024 from certain of our non-GAAP financial measures because it was not attributable to services provided and did not correlate to the ongoing operation of our business.

Non-GAAP Gross Profit and Non-GAAP Gross Margin. We define non-GAAP gross profit and non-GAAP gross margin as U.S. GAAP gross profit and U.S. GAAP gross margin, respectively, excluding stock-based compensation and related employer payroll taxes and amortization of acquired intangible assets.

Non-GAAP Income from Operations and Non-GAAP Operating Margin. We define non-GAAP income from operations and non-GAAP operating margin as U.S. GAAP loss from operations and U.S. GAAP operating margin, respectively, excluding stock-based compensation expense and its related employer payroll taxes, amortization of acquired intangible assets, acquisition-related and other expenses, lease impairment charges, and legal reserve and settlements.

Non-GAAP Net Income and Non-GAAP Net Income per Share, Diluted. We define non-GAAP net income as GAAP net loss adjusted for stock-based compensation expense and its related employer payroll taxes, amortization of acquired intangible assets, acquisition-related and other expenses, amortization of issuance costs, lease impairment charges, legal reserve and settlements, and a non-GAAP provision for (benefit from) income taxes. Generally, the difference between our GAAP and non-GAAP income tax expense (benefit) is primarily due to adjustments in stock-based compensation and related employer payroll taxes, amortization of acquired intangibles associated with business combinations, acquisition-related and other expenses, amortization of issuance costs, lease impairment charges, and legal reserve and settlements. We define non-GAAP net income per share, diluted, as non-GAAP net income divided by the weighted-average common shares outstanding, adjusted for dilutive potential shares that were assumed outstanding during period. Currently, potential dilutive effect mainly consists of employee equity incentive plans and convertible senior notes. We believe that excluding these items from non-GAAP net income per share, diluted, provides management and investors with greater visibility into the underlying performance of our core business operating results.

Free Cash Flow and Free Cash Flow Margin. Free cash flow is a non-GAAP financial measure that we calculate as net cash provided by operating activities less cash used for purchases of property and equipment and capitalized internal-use software. Free cash flow margin is calculated as free cash flow divided by revenue. We believe that free cash flow and free cash flow margin are useful indicators of liquidity that provide information to management and investors about the amount of cash generated from our operations that, after the investments in property and equipment and capitalized internal-use software, can be used for strategic initiatives, including investing in our business, and strengthening our financial position. We believe that historical and future trends in free cash flow and free cash flow margin, even if negative, provide useful information about the amount of cash generated by our operating activities that is available (or not available) to be used for strategic initiatives. For example, if free cash flow is negative, we may need to access cash reserves or other sources of capital to invest in strategic initiatives. One limitation of free cash flow and free cash flow margin is that they do not reflect our future contractual commitments. Additionally, free cash flow does not represent the total increase or decrease in our cash balance for a given period.

Recapiti

Investor Relations Information
Phil Winslow
ir@cloudflare.com

Press Contact Information
Daniella Vallurupalli
press@cloudflare.com