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Confluent, Inc. Director's Dealing 2023

May 20, 2023

30829_dirs_2023-05-19_20e2f25b-a1eb-4ae4-b9ef-7f6238091e9c.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: 2023-05-17

Reporting Person: SC US (TTGP), LTD. (10% Owner)
Reporting Person: SC U.S. Growth VII Management, L.P. (10% Owner)
Reporting Person: SEQUOIA CAPITAL U.S. GROWTH FUND VII, L.P. (10% Owner)
Reporting Person: SEQUOIA CAPITAL U.S. GROWTH VII PRINCIPALS FUND, L.P. (10% Owner)
Reporting Person: SC U.S. Growth VIII Management, L.P. (10% Owner)
Reporting Person: Sequoia Capital U.S. Growth Fund VIII, L.P. (10% Owner)
Reporting Person: Sequoia Grove Manager, LLC (10% Owner)
Reporting Person: Sequoia Grove II, LLC (10% Owner)
Reporting Person: Sequoia Capital Fund Management, L.P. (10% Owner)
Reporting Person: Sequoia Capital Fund, L.P. (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2023-05-17 Class A Common Stock C 93461 Acquired 93461 Indirect
2023-05-17 Class A Common Stock C 68843 Acquired 68843 Indirect
2023-05-17 Class A Common Stock C 114862 Acquired 114862 Indirect
2023-05-17 Class A Common Stock J 93461 Disposed 0 Indirect
2023-05-17 Class A Common Stock J 68843 Disposed 0 Indirect
2023-05-17 Class A Common Stock J 114862 Disposed 0 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2023-05-17 Class B Common Stock $ C 93461 Disposed Class A Common Stock (93461) Indirect
2023-05-17 Class B Common Stock $ J 990731 Disposed Class A Common Stock (990731) Indirect
2023-05-17 Class B Common Stock $ C 68843 Disposed Class A Common Stock (68843) Indirect
2023-05-17 Class B Common Stock $ J 23324 Disposed Class A Common Stock (23324) Indirect
2023-05-17 Class B Common Stock $ C 114862 Disposed Class A Common Stock (114862) Indirect
2023-05-17 Class B Common Stock $ J 991904 Acquired Class A Common Stock (991904) Indirect
2023-05-17 Class B Common Stock $ J 175301 Acquired Class A Common Stock (175301) Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Class A Common Stock $ Class A Common Stock (2192541) 2192541 Indirect

Footnotes

F1: The Issuer's Class B Common Stock is convertible into the Issuer's Class A Common Stock on a one-for-one basis at the election of the holder thereof and has no expiration date. In addition, upon any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's certificate of incorporation.

F2: Represents a pro rata in-kind distribution of shares of Common Stock of the Issuer to partners or members for no consideration and includes subsequent distributions by general partners or managing members to their respective partners or members and, in certain cases, the contribution by such partners or members to the applicable recipient fund.

F3: SC US (TTGP), Ltd. is (i) the general partner of SC U.S. Growth VII Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VII, L.P. and Sequoia Capital U.S. Growth VII Principals Fund, L.P. (collectively, the GFVII Funds); and (ii) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VIII, L.P. (GFVIII). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by the GFVII Funds and GFVIII.

F4: (Continued from Footnote 3) Each of SC US (TTGP), Ltd., SC U.S. Growth VII Management, L.P. and SC U.S. Growth VIII Management, L.P. disclaims beneficial ownership of the shares held by the GFVII Funds and GFVIII, as applicable, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F5: SC US (TTGP), Ltd. is the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of Sequoia Capital Fund, LP ("SCF") and managing member of Sequoia Capital Fund Parallel, LLC ("SCFP"). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by SCF and SCFP. Each of such reporting persons disclaims beneficial ownership of the shares held by SCF and SCFP, as applicable, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F6: Sequoia Grove Manager, LLC is a manager of Sequoia Grove II, LLC. Each of Sequoia Grove Manager, LLC and Sequoia Grove II, LLC disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.