Benchmark Capital Management Co. VIII, L.L.C. - 12 Nov 2021 Form 4 Insider Report for Confluent, Inc. (CFLT)

Role
10%+ Owner
Signature
/s/ An-Yen Hu, by power of attorney for Benchmark Capital Management Co. VIII, L.L.C.
Issuer symbol
CFLT
Transactions as of
12 Nov 2021
Net transactions value
$0
Form type
4
Filing time
16 Nov 2021, 20:41:14 UTC
Previous filing
30 Sep 2021
Next filing
10 Aug 2022
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 +3,862,593 $0.000000 3,862,593 12 Nov 2021 See footnote F1
transaction CFLT Class A Common Stock Other $0 -3,862,593 -100% $0.000000* 0 12 Nov 2021 See footnote F1, F2
transaction CFLT Class A Common Stock Other $0 -23,985 -15% $0.000000 135,919 12 Nov 2021 Direct F2, F4

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 -3,862,593 -15% $0.000000 21,886,032 12 Nov 2021 Class A Common Stock 3,862,593 See footnote F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares are held by Benchmark Capital Partners VIII, L.P. ("BCP VIII"), for itself and as nominee for Benchmark Founders' Fund VIII, L.P. ("BFF VIII") and Benchmark Founders' Fund VIII-B, L.P. ("BFF VIII-B"). Benchmark Capital Management Co. VIII, L.L.C. ("BCMC VIII"), the general partner of each of BCP VIII, BFF VIII and BFF VIII-B, may be deemed to have sole voting and investment power over such shares. Eric Vishria, a member of the Issuer's board of directors, Matthew R. Cohler, Peter H. Fenton, J. William Gurley, An-Yen Hu, Mitchell H. Lasky, Chetan Puttagunta, Steven M. Spurlock and Sarah E. Tavel are the managing members of BCMC VIII, and each of them may be deemed to share voting and investment power over the securities held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of the securities, except to the extent of such person's or entity's pecuniary interest in such securities.
F2 Represents a pro-rata, in-kind distribution by BCP VIII and its affiliated funds, not for additional consideration, to its partners, including BCMC VIII and its respective members and assignees.
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. Each share of Class B Common Stock is also convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.
F4 Shares held directly by BCMC VIII.

Remarks:

This report is one of four reports, each on a separate Form 4, but relating to the same holdings being filed by entities affiliated with Benchmark and their applicable members.