Sec Form 3 Filing - INDEX VENTURES VII (JERSEY), L.P. @ Confluent, Inc. - 2021-06-23

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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 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.
2. Issuer Name and Ticker or Trading Symbol
Confluent, Inc. [ CFLT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE
3. Date of Earliest Transaction (MM/DD/YY)
06/23/2021
(Street)
ST. HELIER, Y9JE1 3FG
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 19,892,208 I See footnote ( 3 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 2,690,028 I See footnote ( 3 )
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 492,912 I See footnote ( 4 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 66,656 I See footnote ( 4 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 5,226,698 I See footnote ( 5 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 985,055 I See footnote ( 5 )
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 310,428 I See footnote ( 6 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 41,980 I See footnote ( 6 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 90,391 I See footnote ( 6 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock ( 2 ) 17,035 I See footnote ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
INDEX VENTURES VII (JERSEY), L.P.
5TH FLOOR, 44 ESPLANADE
ST. HELIER, Y9JE1 3FG
X
Index Ventures Growth IV (Jersey), L.P.
5TH FLOOR, 44 ESPLANADE
ST. HELIER, Y9JE1 3FG
X
INDEX VENTURES VII PARALLEL ENTREPRENEUR FUND (JERSEY), L.P.
5TH FLOOR, 44 ESPLANADE
ST. HELIER, Y9JE1 3FG
X
Yucca (Jersey) SLP
5TH FLOOR, 44 ESPLANADE
ST. HELIER, Y9JE1 3FG
X
Index Venture Growth Associates IV Ltd
5TH FLOOR, 44 ESPLANADE
ST. HELIER, Y9JE1 3FG
X
Index Venture Associates VII Ltd
5TH FLOOR, 44 ESPLANADE
ST. HELIER, Y9JE1 3FG
X
Signatures
Index Ventures VII (Jersey) LP, By: Index Ventures Associates VII Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Its: Director 06/23/2021
Signature of Reporting Person Date
/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
Signature of Reporting Person Date
/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
Signature of Reporting Person Date
/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
Signature of Reporting Person Date
/s/ Index Venture Growth Associates IV Limited, By: /s/ Nigel Greenwood, Its: Director 06/23/2021
Signature of Reporting Person Date
/s/ Index Venture Associates VII Limited, By: /s/ Nigel Greenwood, Its: Director 06/23/2021
Signature of Reporting Person Date
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 automaticallyconvert into one share of Class B Common Stock immediately upon the closing of the Issuer's initial public offering (IPO), and has no expirationdate.
( 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.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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