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Confluent, Inc. Director's Dealing 2022

Aug 10, 2022

30829_dirs_2022-08-09_3015101f-9068-4423-af2d-990c8dcab3ef.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Confluent, Inc. (CFLT)
CIK: 0001699838
Period of Report: 2022-08-05

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
2022-08-05 Class A Common Stock C 2258703 $0.00 Acquired 2258703 Direct
2022-08-05 Class A Common Stock C 55969 $0.00 Acquired 55969 Indirect
2022-08-05 Class A Common Stock C 621175 $0.00 Acquired 621175 Indirect
2022-08-05 Class A Common Stock S 316468 $33.7725 Disposed 304707 Indirect
2022-08-05 Class A Common Stock C 45991 $0.00 Acquired 45991 Indirect
2022-08-08 Class A Common Stock J 2258703 $0.00 Disposed 0 Direct
2022-08-08 Class A Common Stock J 55969 $0.00 Disposed 0 Indirect
2022-08-08 Class A Common Stock S 304707 $33.3979 Disposed 0 Indirect
2022-08-08 Class A Common Stock J 29898 $0.00 Disposed 16093 Indirect
2022-08-08 Class A Common Stock S 16093 $33.3979 Disposed 0 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2022-08-05 Class B Common Stock $ C 2258703 Disposed Class A Common Stock (2258703) Direct
2022-08-05 Class B Common Stock $ C 55969 Disposed Class A Common Stock (55969) Indirect
2022-08-05 Class B Common Stock $ C 621175 Disposed Class A Common Stock (621175) Indirect
2022-08-05 Class B Common Stock $ C 45991 Disposed Class A Common Stock (45991) Indirect

Footnotes

F1: On August 5, 2022, Index Ventures VII (Jersey) L.P. ("Index VII") converted in the aggregate 2,258,703 shares of the Issuer's Class B Common Stock into 2,258,703 shares of the Issuer's Class A Common Stock. Subsequently, on August 8, 2022, Index VII distributed in-kind, without consideration, 2,258,703 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 Securities Exchange Act of 1934, as amended (the "Exchange Act").

F2: The shares are held by Index VII. Index Venture Associates VII Limited ("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 August 5, 2022, Index Ventures VII Parallel Entrepreneur Fund (Jersey) L.P. ("Index VII Parallel") converted in the aggregate 55,969 shares of the Issuer's Class B Common Stock into 55,969 shares of the Issuer's Class A Common Stock. Subsequently, on August 8, 2022, Index VII Parallel distributed in-kind, without consideration, 55,969 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.

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: On August 5, 2022, Index Ventures Growth IV (Jersey) L.P. ("Index Growth IV") converted in the aggregate 621,175 shares of the Issuer's Class B Common Stock into 621,175 shares of the Issuer's Class A Common Stock.

F6: 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.

F7: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.57 - $34.23. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F8: On August 5, 2022, Yucca (Jersey) SLP ("Yucca") converted in the aggregate 45,991 shares of the Issuer's Class B Common Stock into 45,991 shares of the Issuer's Class A Common Stock. Subsequently, on August 8, 2022, Yucca distributed in-kind, without consideration, 29,898 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 of record 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: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.30 - $33.67. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F11: 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.