SEC Filing | Confluent, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

INDEX VENTURES VII (JERSEY), L.P.

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/23/2021

3. Issuer Name and Ticker or Trading Symbol
Confluent, Inc. [ CFLT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	19,892,208	⁽¹⁾	I	See footnote⁽³⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	2,690,028	⁽¹⁾	I	See footnote⁽³⁾
Series B Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	492,912	⁽¹⁾	I	See footnote⁽⁴⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	66,656	⁽¹⁾	I	See footnote⁽⁴⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	5,226,698	⁽¹⁾	I	See footnote⁽⁵⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	985,055	⁽¹⁾	I	See footnote⁽⁵⁾
Series B Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	310,428	⁽¹⁾	I	See footnote⁽⁶⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	41,980	⁽¹⁾	I	See footnote⁽⁶⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	90,391	⁽¹⁾	I	See footnote⁽⁶⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	17,035	⁽¹⁾	I	See footnote⁽⁶⁾

1. Name and Address of Reporting Person^*

INDEX VENTURES VII (JERSEY), L.P.

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Ventures Growth IV (Jersey), L.P.

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

INDEX VENTURES VII PARALLEL ENTREPRENEUR FUND (JERSEY), L.P.

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Yucca (Jersey) SLP

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Venture Growth Associates IV Ltd

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Venture Associates VII Ltd

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

Explanation of Responses:

1. Each share of Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock will automatically convert into one share of Class B Common Stock immediately upon the closing of the Issuer's initial public offering (IPO), and has no expiration date.

2. 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.

3. The shares are held by Index Ventures VII (Jersey), L.P. ("Index VII"). Index Venture Associates VII Limited ("IVA VII") is the managing general partner of Index VII and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any.

4. The shares are held by Index Ventures VII Parallel Entrepreneur Fund (Jersey), L.P. ("Index VII Parallel"). IVA VII is the managing general partner of Index VI Parallel and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any.

5. The shares are held by Index Ventures Growth IV (Jersey), L.P. ("Index Growth III"). Index Venture Growth Associates IV Limited ("IVGA IV") is the managing general partner of Index Growth III and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any.

6. The shares are held by Yucca (Jersey) SLP ("Yucca"). Yucca is the administrator of the Index co-investment vehicles that are contractually required to mirror the relevant Fund's investment in the issuer (in this case, Index Growth IV, Index VII and Index VII Parallel). Each of IVGA IV and IVA VII 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.

Remarks:

	Index Ventures VII (Jersey) LP, By: Index Ventures Associates VII Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Its: Director	06/23/2021
	/s/ Index Ventures Growth IV (Jersey), LP, By: Index Venture Growth Associates IV Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Its: Director	06/23/2021
	/s/ Index Ventures VII Parallel Entrepreneur Fund (Jersey) LP, By: Index Venture Associates VII Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Its: Director	06/23/2021
	/s/ Yucca (Jersey) SLP, By: Intertrust Employee Benefit Services Limited, as authorized signatory of Yucca (Jersey) SLP in its capacity as Administrator of the Index Co-Investment Scheme, By: /s/ Samuel Dustow, /s/ Genesis Perez, Its: Auth. Signatories	06/23/2021
	/s/ Index Venture Growth Associates IV Limited, By: /s/ Nigel Greenwood, Its: Director	06/23/2021
	/s/ Index Venture Associates VII Limited, By: /s/ Nigel Greenwood, Its: Director	06/23/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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