An-Yen Hu - 08 Aug 2022 Form 4 Insider Report for Confluent, Inc. (CFLT)

Role
10%+ Owner
Signature
/s/ An-Yen Hu, by power of attorney for Matthew R. Cohler
Issuer symbol
CFLT
Transactions as of
08 Aug 2022
Net transactions value
-$757,201
Form type
4
Filing time
10 Aug 2022, 19:58:26 UTC
Previous filing
02 Dec 2021
Next filing
02 Dec 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 08 Aug 2022 See footnote F1
transaction CFLT Class A Common Stock Other $0 -3,862,593 -100% $0.000000* 0 08 Aug 2022 See footnote F1, F2
transaction CFLT Class A Common Stock Other $0 +90,484 +6% $0.000000 1,599,904 08 Aug 2022 See footnote F2, F3
transaction CFLT Class A Common Stock Other $0 +36,342 +3.2% $0.000000 1,179,019 08 Aug 2022 See footnote F2, F4
transaction CFLT Class A Common Stock Sale $259,619 -8,463 -0.72% $30.68 1,170,556 09 Aug 2022 See footnote F4, F5
transaction CFLT Class A Common Stock Sale $66,245 -2,100 -0.18% $31.55 1,168,456 09 Aug 2022 See footnote F4, F6
transaction CFLT Class A Common Stock Other $0 +10,347 +100% $0.000000 20,694 08 Aug 2022 See footnote F2, F7
transaction CFLT Class A Common Stock Other $0 +47,549 +3.2% $0.000000 1,514,035 08 Aug 2022 See footnote F2, F8
transaction CFLT Class A Common Stock Other $0 +20,694 $0.000000 20,694 08 Aug 2022 See footnote F2, F9
transaction CFLT Class A Common Stock Other $0 +37,201 +2.8% $0.000000 1,374,798 08 Aug 2022 See footnote F2, F10
transaction CFLT Class A Common Stock Other $0 +4,441 +0.47% $0.000000 955,052 08 Aug 2022 See footnote F2, F11
transaction CFLT Class A Common Stock Sale $280,111 -9,131 -0.96% $30.68 945,921 09 Aug 2022 See footnote F5, F11
transaction CFLT Class A Common Stock Sale $71,450 -2,265 -0.24% $31.55 943,656 09 Aug 2022 See footnote F6, F11
transaction CFLT Class A Common Stock Other $0 +42 +0.35% $0.000000 11,994 08 Aug 2022 See footnote F2, F12
transaction CFLT Class A Common Stock Other $0 +951 +0.52% $0.000000 182,756 08 Aug 2022 See footnote F2, F13
transaction CFLT Class A Common Stock Sale $63,563 -2,072 -1.1% $30.68 180,684 09 Aug 2022 See footnote F5, F13
transaction CFLT Class A Common Stock Sale $16,214 -514 -0.28% $31.55 180,170 09 Aug 2022 See footnote F6, F13

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 -18% $0.000000 18,023,439 08 Aug 2022 Class A Common Stock 3,862,593 See footnote F1, F14
* 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 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 Shares are held by Matthew R. Cohler's trust entity.
F4 Shares are held by Peter H. Fenton's trust entities.
F5 Represents the weighted-average sale price per share of a series of transactions, all of which were executed on August 9, 2022. The actual sale prices ranged from a low of $30.22 to a high of $31.18, inclusive. Each Reporting Person undertakes to provide upon request of the SEC Staff, Confluent, Inc. or any security holder of Confluent, Inc. full information regarding the number of shares sold at each price within the range. The amount reflected has been rounded to 4 decimal points.
F6 Represents the weighted-average sale price per share of a series of transactions, all of which were executed on August 9, 2022. The actual sale prices ranged from a low of $31.22 to a high of $31.9, inclusive. Each Reporting Person undertakes to provide upon request of the SEC Staff, Confluent, Inc. or any security holder of Confluent, Inc. full information regarding the number of shares sold at each price within the range. The amount reflected has been rounded to 4 decimal points.
F7 Shares are held by Mitchell H. Lasky's family partnership.
F8 Shares are held by Mitchell H. Lasky's family trust.
F9 Shares are held by J. William Gurley's family partnerships.
F10 Shares are held by J. William Gurley's trust entity.
F11 Shares are held by Sarah Tavel.
F12 Shares held by An-Yen Hu's trust entity.
F13 Shares held by Chetan Puttagunta's trust entity.
F14 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.

Remarks:

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