Confluent, Inc. — Director's Dealing 2022

Nov 8, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Confluent, Inc. (CFLT)
CIK: 0001699838
Period of Report: 2022-11-04

Reporting Person: INDEX VENTURES VII (JERSEY), L.P. (10% Owner)
Reporting Person: INDEX VENTURES VII PARALLEL ENTREPRENEUR FUND (JERSEY), L.P. (10% Owner)
Reporting Person: Index Venture Associates VII Ltd (10% Owner)
Reporting Person: Index Ventures Growth IV (Jersey), L.P. (10% Owner)
Reporting Person: Yucca (Jersey) SLP (10% Owner)
Reporting Person: Index Venture Growth Associates IV Ltd (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-11-04	Class A Common Stock	C	3388055	$0.00	Acquired	3388055	Direct
2022-11-04	Class A Common Stock	J	3247544	$0.00	Disposed	140511	Direct
2022-11-04	Class A Common Stock	C	83953	$0.00	Acquired	83953	Indirect
2022-11-04	Class A Common Stock	J	83953	$0.00	Disposed	0	Indirect
2022-11-04	Class A Common Stock	J	576217	$0.00	Disposed	0	Indirect
2022-11-04	Class A Common Stock	C	931763	$0.00	Acquired	931763	Indirect
2022-11-04	Class A Common Stock	J	931763	$0.00	Disposed	0	Indirect
2022-11-04	Class A Common Stock	C	68986	$0.00	Acquired	68986	Indirect
2022-11-04	Class A Common Stock	J	44846	$0.00	Disposed	24140	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-11-04	Class B Common Stock	$	C	3388055	Disposed		Class A Common Stock (3388055)	Direct
2022-11-04	Class B Common Stock	$	C	83953	Disposed		Class A Common Stock (83953)	Indirect
2022-11-04	Class B Common Stock	$	C	931763	Disposed		Class A Common Stock (931763)	Indirect
2022-11-04	Class B Common Stock	$	C	68986	Disposed		Class A Common Stock (68986)	Indirect

Footnotes

F1: On November 4, 2022, Index Ventures VII (Jersey) L.P. ("Index VII") converted in the aggregate 3,388,055 shares of the Issuer's Class B Common Stock into 3,388,055 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index VII distributed in-kind, without consideration, 3,247,544 shares of Class A Common Stock pro-rata to its limited partners and its general partner, Index Venture Associates VII Limited ("IVA VII") in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). On the same date, IVA VII distributed in-kind, without consideration, 564,787 shares of Class A Common Stock received in the Index VII distribution pro-rata to its shareholders, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

F2: The shares are held by Index VII. IVA VII is the general partner of Index VII. IVA VII disclaims beneficial ownership of such shares for purposes of Section 16 of the Exchange Act ("Section 16") except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.

F3: On November 4, 2022, Index Ventures VII Parallel Entrepreneur Fund (Jersey) L.P. ("Index VII Parallel") converted in the aggregate 83,953 shares of the Issuer's Class B Common Stock into 83,953 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index VII Parallel distributed in-kind, without consideration, 83,953 shares of Class A Common Stock pro-rata to its limited partners and its general partner, IVA VII in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act. On the same date, IVA VII distributed in-kind, without consideration, 11,430 shares of Class A Common Stock received in the Index VII Parallel distribution pro-rata to its shareholders, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

F4: The shares are held by Index VII Parallel. IVA VII is the general partner of Index VII Parallel. IVA VII disclaims beneficial ownership of such shares for purposes of Section 16 except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.

F5: The shares are held by IVA VII.

F6: On November 4, 2022, Index Ventures Growth IV (Jersey) L.P. ("Index Growth IV") converted in the aggregate 931,763 shares of the Issuer's Class B Common Stock into 931,763 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index Growth IV distributed in-kind, without consideration, 931,763 shares of Class A Common Stock pro-rata to its limited partners in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

F7: The shares are held by Index Growth IV. Index Venture Growth Associates IV Limited ("IVGA IV") is the general partner of Index Growth IV. IVGA IV disclaims beneficial ownership of such shares for purposes of Section 16 except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.

F8: On November 4, 2022, Yucca (Jersey) SLP ("Yucca") converted in the aggregate 68,986 shares of the Issuer's Class B Common Stock into 68,986 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Yucca distributed in-kind, without consideration, 44,846 shares of Class A Common Stock pro-rata to its partners in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

F9: The shares are held by Yucca. Yucca is the administrator of the Index co-investment vehicles that are contractually required to mirror the relevant Index funds' investment (in this case, Index VII, Index VII Parallel and Index Growth IV). Each of IVA VII and IVGA IV disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.

F10: Each share of Class B Common Stock held by the reporting persons 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.