Erica Schultz - 26 Feb 2024 Form 4 Insider Report for Confluent, Inc. (CFLT)

Role
PRESIDENT, FIELD OPERATIONS
Signature
/s/ Melanie Vinson, Attorney-in-Fact
Issuer symbol
CFLT
Transactions as of
26 Feb 2024
Net transactions value
-$2,134,622
Form type
4
Filing time
28 Feb 2024, 21:42:23 UTC
Previous filing
13 Feb 2024
Next filing
05 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CFLT Class A Common Stock Conversion of derivative security $0 +63,729 +13% $0.000000 544,200 26 Feb 2024 Direct F1, F2
transaction CFLT Class A Common Stock Sale $1,973,450 -58,997 -11% $33.45 485,203 26 Feb 2024 Direct F2, F3, F4
transaction CFLT Class A Common Stock Sale $161,172 -4,732 -0.98% $34.06 480,471 26 Feb 2024 Direct F2, F3, F5
transaction CFLT Class A Common Stock Award $0 +226,244 +47% $0.000000 706,715 26 Feb 2024 Direct F2, F6
holding CFLT Class A Common Stock 40,487 26 Feb 2024 See footnote F7
holding CFLT Class A Common Stock 11,500 26 Feb 2024 See footnote F8
holding CFLT Class A Common Stock 55,422 26 Feb 2024 See footnote F9
holding CFLT Class A Common Stock 79,091 26 Feb 2024 See footnote F10
holding CFLT Class A Common Stock 13,500 26 Feb 2024 See footnote F11
holding CFLT Class A Common Stock 200,000 26 Feb 2024 See footnote F12

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CFLT Stock Option (Right to Buy) Options Exercise $0 -63,729 -3.6% $0.000000 1,727,217 26 Feb 2024 Class B Common Stock 63,729 $3.41 Direct F13
transaction CFLT Class B Common Stock Options Exercise $0 +63,729 $0.000000 63,729 26 Feb 2024 Class A Common Stock 63,729 Direct F1
transaction CFLT Class B Common Stock Conversion of derivative security $0 -63,729 -100% $0.000000* 0 26 Feb 2024 Class A Common Stock 63,729 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 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 will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.
F2 Includes 934 shares purchased through the Issuer's employee stock purchase plan on February 15, 2024.
F3 Shares sold pursuant to a 10b5-1 trading plan dated August 19, 2023.
F4 The shares were sold at prices ranging from $32.92 to $33.91. The reporting person will provide to the SEC, the issuer or security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 The shares were sold at prices ranging from $33.92 to $34.29. The reporting person will provide to the SEC, the issuer or security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 The shares are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The RSU Award will vest over three years measured from 2/20/2024, with 1/12 of the RSUs subject to the RSU Award vesting three months after 2/20/2024 and 1/12 of the RSUs vesting every three months thereafter, subject to the Reporting Person's Continuous Service with the Issuer through each respective vesting date.
F7 The shares are held by The Schultz Family Irrevocable Remainder Trust.
F8 The shares are held by The Bryan and Erica Schultz Family Revocable Trust.
F9 The shares are held by the Erica Schultz 2022 Annuity Trust.
F10 The shares are held by the Erica Schultz 2023 Annuity Trust.
F11 The shares are held by The Ruliffson Schultz Extended Family Trust.
F12 The shares are held by The Schultz Family 2021 Irrevocable Beholder Trust.
F13 The shares subject to the option are immediately exercisable. 25% of the shares vested on 10/28/2020 and the remainder vest in 36 equal monthly installments thereafter, subject to Reporting Person's continuous service through each such vesting date.