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Filing Details

Accession Number:: 0000950170-24-014639
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-02-13 17:00:11
Reporting Period:: 2024-02-09

Accepted Time:: 2024-02-13 17:00:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1699838	Confluent Inc.	CFLT	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1626464	Michelangelo Volpi	C/O Confluent, Inc. 899 W. Evelyn Avenue Mountain View CA 94041		No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2024-02-09	2,258,703	$0.00	2,258,703	No	4	C	Indirect	By Index Ventures VII (Jersey) L.P.
Class A Common Stock	Acquisiton	2024-02-09	55,969	$0.00	55,969	No	4	C	Indirect	By Index Ventures VII Parallel Entrepreneur Fund (Jersey) L.P.
Class A Common Stock	Acquisiton	2024-02-09	621,175	$0.00	621,175	No	4	C	Indirect	By Index Ventures Growth IV (Jersey) L.P.
Class A Common Stock	Acquisiton	2024-02-09	45,991	$0.00	45,991	No	4	C	Indirect	By Yucca (Jersey) SLP
Class A Common Stock	Disposition	2024-02-09	582,826	$31.68	38,349	No	4	S	Indirect	By Index Ventures Growth IV (Jersey) L.P.
Class A Common Stock	Disposition	2024-02-09	15,099	$31.68	30,892	No	4	S	Indirect	By Yucca (Jersey) SLP
Class A Common Stock	Disposition	2024-02-09	38,349	$32.54	0	No	4	S	Indirect	By Index Ventures Growth IV (Jersey) L.P.
Class A Common Stock	Disposition	2024-02-09	994	$32.54	29,898	No	4	S	Indirect	By Yucca (Jersey) SLP
Class A Common Stock	Disposition	2024-02-12	2,258,703	$0.00	0	No	4	J	Indirect	By Index Ventures VII (Jersey) L.P.
Class A Common Stock	Disposition	2024-02-12	55,969	$0.00	0	No	4	J	Indirect	By Index Ventures VII Parallel Entrepreneur Fund (Jersey) L.P.
Class A Common Stock	Disposition	2024-02-12	545,224	$0.00	0	No	4	J	Indirect	By Index Venture Associates VII Limited
Class A Common Stock	Disposition	2024-02-12	29,898	$0.00	0	No	4	J	Indirect	By Yucca (Jersey) SLP

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By Index Ventures VII (Jersey) L.P.
No	4	C	Indirect	By Index Ventures VII Parallel Entrepreneur Fund (Jersey) L.P.
No	4	C	Indirect	By Index Ventures Growth IV (Jersey) L.P.
No	4	C	Indirect	By Yucca (Jersey) SLP
No	4	S	Indirect	By Index Ventures Growth IV (Jersey) L.P.
No	4	S	Indirect	By Yucca (Jersey) SLP
No	4	S	Indirect	By Index Ventures Growth IV (Jersey) L.P.
No	4	S	Indirect	By Yucca (Jersey) SLP
No	4	J	Indirect	By Index Ventures VII (Jersey) L.P.
No	4	J	Indirect	By Index Ventures VII Parallel Entrepreneur Fund (Jersey) L.P.
No	4	J	Indirect	By Index Venture Associates VII Limited
No	4	J	Indirect	By Yucca (Jersey) SLP

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2024-02-09	2,258,703	$0.00	2,258,703	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2024-02-09	55,969	$0.00	55,969	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2024-02-09	621,175	$0.00	621,175	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2024-02-09	45,991	$0.00	45,991	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,388,057	No	4	C	Indirect
83,952	No	4	C	Indirect
931,764	No	4	C	Indirect
68,987	No	4	C	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	302,306	Direct
Class A Common Stock	162,805	Indirect	By Trust

Footnotes

On February 9, 2024, 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 February 12, 2024, Index VII distributed in-kind, without consideration, 2,258,703 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, 531,232 shares of Class A Common Stock received in the Index VII distribution pro-rata to its partners, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
The shares are held by Index VII. IVA VII is the general partner of Index VII. The reporting person is a partner within the Index Ventures group. Advisors within the Index Ventures group provide advice to each of Index VII, Index Ventures VII Parallel Entrepreneur Fund (Jersey), L.P. ("Index VII Parallel") and Index Ventures Growth IV (Jersey) L.P. ("Index Growth IV"). The reporting person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for Section 16 or any other purpose.
On February 9, 2024, 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 February 12, 2024 Index VII Parallel distributed in-kind, without consideration, 55,969 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, 13,992 shares of Class A Common Stock received in the Index VII distribution pro-rata to its partners, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
The shares are held by Index VII Parallel. IVA VII is the general partner of Index VII Parallel. The reporting person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for Section 16 or any other purpose.
On February 9, 2024, 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.
The shares are held by Index Growth IV. Index Venture Growth Associates IV Limited ("IVGA IV") is the general partner of Index Growth IV. The reporting person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for Section 16 or any other purpose.
On February 9, 2024, 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 February 12, 2024, 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.
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 the Issuer. The reporting person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for Section 16 or any other purpose.
The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.31 - $32.30. The reporting person undertakes 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.
The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.31 - $32.92. The reporting person undertakes 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.
The shares are held of record by IVA VII.
Includes shares of Class A Common Stock received in the distributions described herein made in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
The shares are held by the Volpi-Cupal Family Trust, of which the reporting person serves as trustee. The reporting person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for Section 16 or any other purpose.
Each share of Class B Common Stock 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 holder into one share of Class A Common Stock.