Matthew Craig Miller - 21 Nov 2024 Form 4 Insider Report for Confluent, Inc. (CFLT)

Role
Director
Signature
By: /s/ Jung Yeon Son, by power of attorney for Matthew Craig Miller
Issuer symbol
CFLT
Transactions as of
21 Nov 2024
Net transactions value
-$35,878,463
Form type
4
Filing time
25 Nov 2024, 18:22:12 UTC
Previous filing
15 Nov 2024
Next filing
10 Dec 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CFLT Class A Common Stock Conversion of derivative security $0 +61,948 $0.000000 61,948 21 Nov 2024 Sequoia Capital Fund Parallel, LLC F1, F8
transaction CFLT Class A Common Stock Sale $1,877,340 -61,948 -100% $30.31 0 21 Nov 2024 Sequoia Capital Fund Parallel, LLC F2, F8
transaction CFLT Class A Common Stock Conversion of derivative security $0 +396,917 $0.000000 396,917 21 Nov 2024 Sequoia Capital Fund, LP F1, F8
transaction CFLT Class A Common Stock Sale $12,028,609 -396,917 -100% $30.31 0 21 Nov 2024 Sequoia Capital Fund, LP F2, F8
transaction CFLT Class A Common Stock Sale $2,521,773 -82,985 -89% $30.39 9,830 21 Nov 2024 Estate planning vehicle F3, F4
transaction CFLT Class A Common Stock Conversion of derivative security $0 +60,817 $0.000000 60,817 22 Nov 2024 Sequoia Capital Fund Parallel, LLC F1, F8
transaction CFLT Class A Common Stock Sale $1,644,724 -52,067 -86% $31.59 8,750 22 Nov 2024 Sequoia Capital Fund Parallel, LLC F5, F8
transaction CFLT Class A Common Stock Sale $280,371 -8,750 -100% $32.04 0 22 Nov 2024 Sequoia Capital Fund Parallel, LLC F6, F8
transaction CFLT Class A Common Stock Conversion of derivative security $0 +389,671 $0.000000 389,671 22 Nov 2024 Sequoia Capital Fund, LP F1, F8
transaction CFLT Class A Common Stock Sale $10,538,304 -333,611 -86% $31.59 56,060 22 Nov 2024 Sequoia Capital Fund, LP F5, F8
transaction CFLT Class A Common Stock Sale $1,796,297 -56,060 -100% $32.04 0 22 Nov 2024 Sequoia Capital Fund, LP F6, F8
transaction CFLT Class A Common Stock Conversion of derivative security $0 +21,316 $0.000000 21,316 25 Nov 2024 Sequoia Capital Fund Parallel, LLC F1, F8
transaction CFLT Class A Common Stock Sale $700,819 -21,316 -100% $32.88 0 25 Nov 2024 Sequoia Capital Fund Parallel, LLC F7, F8
transaction CFLT Class A Common Stock Conversion of derivative security $0 +136,574 $0.000000 136,574 25 Nov 2024 Sequoia Capital Fund, LP F1, F8
transaction CFLT Class A Common Stock Sale $4,490,225 -136,574 -100% $32.88 0 25 Nov 2024 Sequoia Capital Fund, LP F7, F8

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 Class B Common Stock Conversion of derivative security $0 -61,948 -8.6% $0.000000 658,455 21 Nov 2024 Class A Common Stock 61,948 Sequoia Capital Fund Parallel, LLC F1, F8
transaction CFLT Class B Common Stock Conversion of derivative security $0 -396,917 -8.6% $0.000000 4,218,895 21 Nov 2024 Class A Common Stock 396,917 Sequoia Capital Fund, LP F1, F8
transaction CFLT Class B Common Stock Conversion of derivative security $0 -60,817 -9.2% $0.000000 597,638 22 Nov 2024 Class A Common Stock 60,817 Sequoia Capital Fund Parallel, LLC F1, F8
transaction CFLT Class B Common Stock Conversion of derivative security $0 -389,671 -9.2% $0.000000 3,829,224 22 Nov 2024 Class A Common Stock 389,671 Sequoia Capital Fund, LP F1, F8
transaction CFLT Class B Common Stock Conversion of derivative security $0 -21,316 -3.6% $0.000000 576,322 25 Nov 2024 Class A Common Stock 21,316 Sequoia Capital Fund Parallel, LLC F1, F8
transaction CFLT Class B Common Stock Conversion of derivative security $0 -136,574 -3.6% $0.000000 3,692,650 25 Nov 2024 Class A Common Stock 136,574 Sequoia Capital Fund, LP F1, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The Issuer's Class B Common Stock is convertible into the Issuer's Class A Common Stock on a one-for-one basis at the Reporting Person's election and has no expiration date. In addition, upon 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 certificate of incorporation.
F2 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.76. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above.
F3 The sales reported on this Form 4 by the estate planning vehicle were effected pursuant to a Rule 10b5-1 trading plan adopted on June 13, 2024 by the Reporting Person.
F4 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.84. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the range set forth above.
F5 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.9500 to $31.9495. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above.
F6 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.95 to $32.24. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above.
F7 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.28 to $33.26. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff at the Securities and Exchange Commission, upon request, the full information regarding the number of shares sold at each separate price within the ranges set forth above.
F8 The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of Sequoia Capital Fund, LP ("SCF") and the managing member of Sequoia Capital Fund Parallel, LLC ("SCFP"). The Reporting Person disclaims beneficial ownership of these securities except to the extent of his 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.