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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No.0)*
Under the Securities Exchange Act of 1934
Confluent, Inc.
(Name of Issuer)
Class A Common Stock, par value $0.0001 per share
(Title of Class of Securities)
20717M103
(CUSIP Number)
Altimeter Capital Management, LP, One International Place, Suite 4610,
Boston, MA 02110
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 11, 2022
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
?
Rule 13d-1(b)
X
Rule 13d-1(c)
?
Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment
containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act (however,
see the Notes).
CUSIP No. 20717M103
13G
Page 2 of 10 Pages
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Altimeter Capital Management, LP
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ?
(b) ?
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE VOTING POWER
-0- shares
6.
SHARED VOTING POWER
14,456,310
7.
SOLE DISPOSITIVE POWER
-0- shares
8.
SHARED DISPOSITIVE POWER
14,456,310
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,456,310
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ?
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.80%
12.
TYPE OF REPORTING PERSON (see instructions)
IA, PN
CUSIP No. 20717M103
13G
Page 3 of 10 Pages
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Altimeter Capital Management General Partner, LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ?
(b) ?
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE VOTING POWER
-0- shares
6.
SHARED VOTING POWER
14,456,310
7.
SOLE DISPOSITIVE POWER
-0- shares
8.
SHARED DISPOSITIVE POWER
14,456,310
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,456,310
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ?
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.80%
12.
TYPE OF REPORTING PERSON (see instructions)
OO
CUSIP No. 20717M103
13G
Page 4 of 10 Pages
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Brad Gerstner
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ?
(b) ?
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE VOTING POWER
-0- shares
6.
SHARED VOTING POWER
14,456,310
7.
SOLE DISPOSITIVE POWER
-0- shares
8.
SHARED DISPOSITIVE POWER
14,456,310
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,456,310
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ?
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.80%
12.
TYPE OF REPORTING PERSON (see instructions)
IN
CUSIP No. 20717M103
13G
Page 5 of 10 Pages
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Altimeter Growth Cascade Fund, LP
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ?
(b) ?
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE VOTING POWER
-0- shares
6.
SHARED VOTING POWER
6,716,299
7.
SOLE DISPOSITIVE POWER
-0- shares
8.
SHARED DISPOSITIVE POWER
6,716,299
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,716,299
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ?
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.55%
12.
TYPE OF REPORTING PERSON (see instructions)
PN
CUSIP No. 20717M103
13G
Page 6 of 10 Pages
1.
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Altimeter Growth Cascade General Partner, LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ?
(b) ?
3.
SEC USE ONLY
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.
SOLE VOTING POWER
-0- shares
6.
SHARED VOTING POWER
6,716,299
7.
SOLE DISPOSITIVE POWER
-0- shares
8.
SHARED DISPOSITIVE POWER
6,716,299
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,716,299
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ?
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.55%
12.
TYPE OF REPORTING PERSON (see instructions)
OO
CUSIP No. 20717M103
13G
Page 7 of 10 Pages
Item 1.
(a)
Name of Issuer
Confluent, Inc. (the "Issuer")
(b)
Address of Issuer's Principal Executive Offices
899 W. Evelyn Avenue, Mountain View, CA, 94041
Item 2.
(a)
Name of Person Filing
This Original Filing to the Schedule 13G (this "Original Filing") is being
filed on behalf of Altimeter Capital
Management General Partner LLC (the "General Partner"), Altimeter Capital
Management, LP (the
"Investment Manager"), Altimeter Cascade Fund, LP (the "Fund"), Altimeter
Cascade General Partner, LLC
(the "Fund General Partner") and Brad Gerstner, who are collectively referred
to as the "Reporting Persons."
Mr. Gerstner is the sole managing principal of the General Partner, the
Investment Manager and the Fund
General Partner. The General Partner is the sole general partner of the
Investment Manager, which is the
investment manager of the Fund. The Fund General Partner is the sole
general partner of the Fund. The
Reporting Persons have entered into a Joint Filing Agreement, dated as of
the date hereof, a copy of which is
filed with this Schedule 13G as Exhibit 1 (which is incorporated herein by
reference), pursuant to which the
Reporting Persons have agreed to file this statement jointly in accordance
with the provisions of Rule 13d-1(k)
under the Act.
(b)
Address of the Principal Office or, if none, residence
The principal business office of the Reporting Persons with respect to the
shares reported hereunder is One
International Place, Suite 4610, Boston, MA 02110.
(c)
Citizenship
Each of the Investment Manager and the Fund are a Delaware limited partnership.
Each of the General Partner
and the Fund General Partner is a Delaware limited liability company.
Mr. Gerstner is a United States citizen.
(d)
Title of Class of Securities
Class A Common Stock, par value $0.00001 per share
(e)
CUSIP Number
20717M103
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b)
or
(c), check whether the person
filing is a:
Not applicable.
(a)
?
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)
?
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
?
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
?
Investment company registered under section 8 of the Investment Company Act of
1940 (15 U.S.C. 80a-8).
(e)
?
An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E);
(f)
?
An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g)
?
A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h)
?
A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
?
A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
?
Group, in accordance with 240.13d-1(b)(1)(ii)(J).
CUSIP No. 20717M103
13G
Page 8 of 10 Pages
Item 4. Ownership.
The beneficial ownership of each Reporting Person of shares
of Common Stock ("Common Stock") as of August
11, 2022 is as follows: (i) each of the Fund and the Fund
General Partner (as the general partner of the Fund)
beneficially owns 6,716,299 shares of Common Stock representing
approximately 4.55% of such class of security;
and (ii) each of the General Partner (as the general partner of the
Investment Manager), the Investment Manager (as
the investment manager of the Fund), and Mr. Gerstner (as the sole
managing principal of the General Partner, the
Investment Manager and the Fund General Partner) beneficially owns
14,456,310 shares of Common Stock,
representing approximately 9.80% of such class of security. All ownership
percentages of the securities reported
herein are based upon a total of 147,555,876 shares of Common Stock shares
outstanding as of August 8, 2022.
Shares reported herein for the General Partner, the Investment Manager
and Mr. Gerstner represent shares of Class
A Common Stock beneficially owned and held of record by the Fund and
several private funds (collectively, the
"Altimeter Entities") for which the Investment Manager serves as the
investment manager. The General Partner
serves as the sole general partner of the Investment Manager. Shares
reported herein for Mr. Gerstner represent
shares of Class A Common Stock beneficially owned and held of record
by the Altimeter Entities. Mr. Gerstner is
the sole managing principal of the General Partner, the Investment
Manager and the Fund General Partner. Shares
reported herein for the Fund General Partner represent shares of
Class A Common Stock beneficially owned and
held of record by the Fund.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the
issuer identified in Item 1.
CUSIP No. 20717M103
13G
Page 9 of 10 Pages
(a)
Amount beneficially owned:
Altimeter Capital Management General Partner LLC - 14,456,310 shares
Altimeter Capital Management, LP - 14,456,310 shares
Brad Gerstner - 14,456,310 shares
Altimeter Growth Cascade Fund, LP - 6,716,299 shares
Altimeter Growth Cascade General Partner, LLC - 6,716,299 shares
(b)
Percent of class:
Altimeter Capital Management General Partner LLC - 9.80%
Altimeter Capital Management, LP -9.80%
Brad Gerstner - 9.80%
Altimeter Growth Cascade Fund, LP - 4.55%
Altimeter Growth Cascade General Partner, LLC - 4.55%
(c)
Number of shares as to which the person has:
(i)
Sole power to vote or to direct the vote
Altimeter Capital Management General Partner LLC -0-
Altimeter Capital Management, LP -0-
Brad Gerstner - 0-
Altimeter Growth Cascade Fund, LP -0-
Altimeter Growth Cascade General Partner, LLC -0-
(ii)
Shared power to vote or to direct the vote
Altimeter Capital Management General Partner LLC - 14,456,310 shares
Altimeter Capital Management, LP - 14,456,310 shares
Brad Gerstner - 14,456,310 shares
Altimeter Growth Cascade Fund, LP - 6,716,299 shares
Altimeter Growth Cascade General Partner, LLC - 6,716,299 shares
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting persons, Altimeter Growth
Cascade Fund, LP and Altimeter Growth Cascade Fund General Partner LLC,
have creased to be the beneficial
owner of more than 5 percent of the class of securities, check the
following [X].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on
By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
CUSIP No. 20717M103
13G
Page 10 of 10 Pages
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not
acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or
as a participant in any transaction having
that purpose or effect.
Exhibits. Exhibit 99-1
Joint Filing Agreement, dated August 11, 2022, by and among the Reporting
Persons.
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in
this statement is true, complete and correct.
August 11, 2022
ALTIMETER CAPITAL MANAGEMENT
GENERAL PARTNER LLC
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
ALTIMETER CAPITAL MANAGEMENT, LP
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
ALTIMETER GROWTH CASCADE FUND, LP
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
ALTIMETER GROWTH CASCADE GENERAL
PARTNER, LLC
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
BRAD GERSTNER
By: /s/ Brad Gerstner
Brad Gerstner, individually
EXHIBIT I
JOINT FILING AGREEMENT
This Joint Filing Agreement dated August 11, 2022 is by and among
Altimeter Capital Management General Partner
LLC, a Delaware limited liability company, Altimeter Capital Management, LP
, a Delaware limited partnership,
Altimeter Growth Cascade Fund, LP, a Delaware limited partnership,
Altimeter Growth Cascade General Partner,
LLC, a Delaware limited liability company, and Brad Gerstner, an individual
(the foregoing are collectively referred
to herein as the "Filers"). Each of the Filers may be required to file with
the United States Securities and Exchange
Commission a statement on Schedule 13G with respect to shares of Class A
Common Stock of Confluent, Inc.,
beneficially owned by them from time to time. Pursuant to and in accordance
with Rule 13(d)(1)(k) promulgated
under the Securities Exchange Act of 1934, as amended, the Filers hereby
agree to file a single statement on
Schedule 13G (and any amendments thereto) on behalf of each of such parties,
and hereby further agree to file this
Joint Filing Agreement as an exhibit to such statement, as required by such
rule. This Joint Filing Agreement may be
terminated by any of the Filers upon one week's prior written notice or such
lesser period of notice as the Filers may
mutually agree.
Executed and delivered as of the date first above written.
ALTIMETER CAPITAL MANAGEMENT
GENERAL PARTNER LLC
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
ALTIMETER CAPITAL MANAGEMENT, LP
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
ALTIMETER GROWTH CASCADE FUND, LP
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
ALTIMETER GROWTH CASCADE GENERAL
PARTNER, LLC
By: /s/ Mara Davis
Mara Davis, Chief Compliance Officer
BRAD GERSTNER
By: /s/ Brad Gerstner
Brad Gerstner, individually