SC US (TTGP), LTD. - 28 Jun 2021 Form 4 Insider Report for Confluent, Inc. (CFLT)

Role
10%+ Owner
Signature
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd
Issuer symbol
CFLT
Transactions as of
28 Jun 2021
Net transactions value
$0
Form type
4
Filing time
30 Jun 2021, 17:54:46 UTC
Previous filing
23 Jun 2021
Next filing
21 Sep 2021
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CFLT Series C Preferred Stock Conversion of derivative security $0 -9,812,081 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 9,812,081 Sequoia Capital U.S. Growth Fund VII, L.P. F1, F4, F5
transaction CFLT Series C Preferred Stock Conversion of derivative security $0 -911,988 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 911,988 Sequoia Capital U.S. Growth VII Principals Fund, L.P. F1, F4, F5
transaction CFLT Series D Preferred Stock Conversion of derivative security $0 -671,319 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 671,319 Sequoia Capital U.S. Growth Fund VII, L.P. F1, F4, F5
transaction CFLT Series D Preferred Stock Conversion of derivative security $0 -9,685 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 9,685 Sequoia Capital U.S. Growth VII Principals Fund, L.P. F1, F4, F5
transaction CFLT Series D Preferred Stock Conversion of derivative security $0 -3,540,188 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 3,540,188 Sequoia Capital U.S. Growth Fund VIII, L.P. F1, F4, F5
transaction CFLT Series E Preferred Stock Conversion of derivative security $0 -358,517 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 358,517 Sequoia Capital U.S. Growth Fund VII, L.P. F1, F4, F5
transaction CFLT Series E Preferred Stock Conversion of derivative security $0 -114,049 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 114,049 Sequoia Capital U.S. Growth Fund VIII, L.P. F1, F4, F5
transaction CFLT Series C Preferred Stock Conversion of derivative security $0 -1,050,534 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 1,050,534 Sequoia Grove II, LLC F1, F6
transaction CFLT Series D Preferred Stock Conversion of derivative security $0 -397,458 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 397,458 Sequoia Grove II, LLC F1, F6
transaction CFLT Series E Preferred Stock Conversion of derivative security $0 -48,874 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 48,874 Sequoia Grove II, LLC F1, F6
transaction CFLT Class B Common Stock Conversion of derivative security $0 +10,841,917 $0.000000 10,841,917 28 Jun 2021 Class A Common Stock 10,841,917 Sequoia Capital U.S. Growth Fund VII, L.P. F1, F2, F3, F4, F5
transaction CFLT Class B Common Stock Conversion of derivative security $0 +921,673 $0.000000 921,673 28 Jun 2021 Class A Common Stock 921,673 Sequoia Capital U.S. Growth VII Principals Fund, L.P. F1, F2, F3, F4, F5
transaction CFLT Class B Common Stock Conversion of derivative security $0 +3,654,237 $0.000000 3,654,237 28 Jun 2021 Class A Common Stock 3,654,237 Sequoia Capital U.S. Growth Fund VIII, L.P. F1, F2, F3, F4, F5
transaction CFLT Class B Common Stock Conversion of derivative security $0 +1,496,866 $0.000000 1,496,866 28 Jun 2021 Class A Common Stock 1,496,866 Sequoia Grove II, LLC F1, F2, F3, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock automatically converted into one share of Class B Common Stock immediately upon the closing of the Issuer's initial public offering (IPO), and has no expiration date.
F2 After the closing of the Issuer's IPO, on any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation.
F3 Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation, and does not have an expiration date. Each share of Class B Common Stock will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.
F4 SC US (TTGP), Ltd. is (i) the general partner of SC U.S. Growth VII Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VII, L.P. and Sequoia Capital U.S. Growth VII Principals Fund, L.P. (collectively, the GFVII Funds); and (ii) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VIII, L.P. (GFVIII). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by the GFVII Funds and GFVIII.
F5 (Continued from Footnote 4) Each of SC US (TTGP), Ltd., SC U.S. Growth VII Management, L.P. and SC U.S. Growth VIII Management, L.P. disclaims beneficial ownership of the shares held by GFVII Funds, and GFVIII, as applicable, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F6 Sequoia Grove Manager, LLC is the manager of Sequoia Grove II, LLC. As a result, Sequoia Grove Manager, LLC may be deemed to share beneficial ownership with respect to the shares held by Sequoia Grove II, LLC. Sequoia Grove Manager, LLC disclaims beneficial ownership of the shares held by Sequoia Grove II, LLC except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.