Steven M. Spurlock - 12 Nov 2021 Form 4 Insider Report for Confluent, Inc. (CFLT)

Footnote 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.

Footnote 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.

Footnote F3

Shares are held by Steven M. Spurlock's family partnership.

Footnote F4

Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2021. The actual sale prices ranged from a low of $81.86 to a high of $82.76, 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.

Footnote F5

Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2021. The actual sale prices ranged from a low of $82.93 to a high of $83.86, 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.

Footnote F6

Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2021. The actual sale prices ranged from a low of $83.94 to a high of $84.935, 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.

Footnote F7

Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2021. The actual sale prices ranged from a low of $84.95 to a high of $85.94 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.

Footnote F8

Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2021. The actual sale prices ranged from a low of $85.95 to a high of $86.595, 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.

Footnote F9

Shares are held by Matthew R. Cohler's trust entity.

Footnote F10

Shares are held by Peter H. Fenton's trust entities.

Footnote F11

Shares are held by Mitchell H. Lasky's family partnership.

Footnote F12

Shares are held by Mitchell H. Lasky's family trust.

Footnote F13

Shares are held by J. William Gurley's family partnerships.

Footnote F14

Shares are held by J. William Gurley's trust entity.

Footnote F15

Shares are held by Sarah Tavel.

Footnote F16

Shares held by An-Yen Hu's trust entity.

Footnote F17

Shares held by Chetan Puttagunta.

Footnote F18

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.