Eric Vishria - 28 Jun 2021 Form 4 Insider Report for Confluent, Inc. (CFLT)

Role
Director, 10%+ Owner
Signature
/s/ An-Yen Hu, Attorney-in-fact
Issuer symbol
CFLT
Transactions as of
28 Jun 2021
Net transactions value
$0
Form type
4
Filing time
29 Jun 2021, 17:37:43 UTC
Previous filing
23 Jun 2021
Next filing
10 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 A Preferred Stock Conversion of derivative security $0 -29,923,944 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 29,923,944 See footnote F1, F2, F3, F4
transaction CFLT Series B Preferred Stock Conversion of derivative security $0 -4,149,480 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 4,149,480 See footnote F1, F2, F3, F4
transaction CFLT Series C Preferred Stock Conversion of derivative security $0 -932,888 -100% $0.000000* 0 28 Jun 2021 Class B Common Stock 932,888 See footnote F1, F2, F3, F4
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 See footnote F1, F2, F3, F4
transaction CFLT Class B Common Stock Conversion of derivative security $0 +35,015,997 $0.000000 35,015,997 28 Jun 2021 Class A Common Stock 35,015,997 See footnote F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock automatically converted into one share of Class B Common Stock immediately upon the closing of the Issuer's initial public offering (IPO).
F2 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 will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.
F3 Shares are held directly by Benchmark Capital Partners VIII, L.P. ("BCP VIII") for itself and as nominee for Benchmark Founders' Fund VIII, L.P. ("BFF VIII"), Benchmark Founders' Fund VIII-B, L.P. ("BFF VIII-B"). Benchmark Capital Management Co. VIII, L.L.C. ("BCMC VIII"), the general partner of BCP VIII, BFF VIII and BFF VIII-B, may be deemed to have sole voting and dispositive power over the securities.
F4 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 dispositive 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.

Remarks:

This report is one of three reports, each on a separate Form 3, but relating to the same holdings being filed by entities affiliated with Benchmark and their applicable members.