Confluent, Inc. — Director's Dealing 2021

Sep 11, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Confluent, Inc. (CFLT)
CIK: 0001699838
Period of Report: 2021-09-08

Reporting Person: SPURLOCK STEVEN M (10% Owner)
Reporting Person: Cohler Matt (10% Owner)
Reporting Person: FENTON PETER H (10% Owner)
Reporting Person: GURLEY J WILLIAM (10% Owner)
Reporting Person: Hu An-Yen (10% Owner)
Reporting Person: LASKY MITCHELL (10% Owner)
Reporting Person: Puttagunta Chetan (10% Owner)
Reporting Person: Tavel Sarah E (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-08	Class A Common Stock	C	9267372	$0.00	Acquired	9267372	Indirect
2021-09-08	Class A Common Stock	J	9267372	$0.00	Disposed	0	Indirect
2021-09-08	Class A Common Stock	J	425680	$0.00	Acquired	425680	Indirect
2021-09-08	Class A Common Stock	J	1418936	$0.00	Acquired	1418936	Indirect
2021-09-08	Class A Common Stock	J	1156576	$0.00	Acquired	1156576	Indirect
2021-09-08	Class A Common Stock	J	1418937	$0.00	Acquired	1418937	Indirect
2021-09-08	Class A Common Stock	J	1418936	$0.00	Acquired	1418936	Indirect
2021-09-08	Class A Common Stock	J	946430	$0.00	Acquired	946430	Indirect
2021-09-08	Class A Common Stock	J	11910	$0.00	Acquired	11910	Indirect
2021-09-08	Class A Common Stock	J	212839	$0.00	Acquired	212839	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-08	Class B Common Stock	$	C	9267372	Disposed		Class A Common Stock (9267372)	Indirect

Footnotes

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 to BCMC VIII and its respective members and equityholders and was not a disposition for value. The recipients of such shares in such distribution are subject to a lock-up agreement with the representatives of the several underwriters in connection with the initial public offering of the Issuer.

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

F5: Shares are held by Matthew R. Cohler's trust entity.

F6: Shares are held by Peter H. Fenton's trust entities.

F7: Shares are held by Mitchell H. Lasky's family trust.

F8: Shares are held by J. William Gurley's trust entities.

F9: Shares are held by Sarah Tavel

F10: Shares held by An-Yen Hu's trust entity.

F11: Shares held by Chetan Puttagunta's trust entity.