Am I setting myself up for hurt?

So I like my fwb but I don’t have the guts to tell him and something is like almost stopping me from telling him. Basically we talk every other day we’ve had very deep conversations and when we hang out we do have sex but we chill for some time before and after. I’ve gotten mixed signals from him but I don’t know if it’s just me.

Anyway last night I went to his he was supposed to come to mine (for the first time) but he couldn’t so I drove 40min to his. When I got there he said he was super tired because he hasn’t been sleeping well. We obviously did the deed and it was around 9:30pm and we were just cuddling in bed he turned the light off and I said to him I can go if you like so you can get some rest. And he was like it’s ok I’m happy to cuddle I just don’t have energy to talk.

So I was the big spoon and I was just thinking about everything because I couldn’t fall asleep. He was asleep and he’s phone kept lighting up with notifications so I got up to flip it over and when I did I happened to see a few texts from two girls, they seemed innocent nothing sexual but I just felt really weird about it. I then didn’t see a point in staying if he was asleep so I got changed and kissed him goodbye and left.

On the drive home I thought a lot, I’ve been really close to telling him how I feel not even for him to be my bf but just so he knows I’m into him. But after last night, part of me just feels strange and I think I want to distance myself.

If anyone can help a sad girl out with some advice or thoughts that would be appreciated