SCHOTT GREGORY GEORGE 4

What Happened
Gregory Schott, a director of Confluent, reported dispositions on 2026-03-17 totaling 474,271 shares (12,559 + 2,466 + 8,302 + 450,944). Under the Merger Agreement with IBM, each share of Confluent Class A common stock was canceled and converted into the right to receive $31.00 per share in cash, so the transactions generated roughly $14.7 million in aggregate cash consideration (before applicable withholding taxes). The largest item (450,944) was a derivative-related disposition (RSUs/options cashed out).

Key Details

• Transaction date: March 17, 2026; Form filed March 19, 2026 (filed 2 days after transaction).
• Per-share Merger Consideration: $31.00; total cash consideration ≈ $14,702,401 (subject to withholding).
• Nature of dispositions: shares canceled/converted under the Merger Agreement; included cancellation/cash-out of RSUs and vested options.
• Footnotes: F1—Class A shares converted to $31/share; F2—RSUs canceled for cash = $31 × RSU shares; F3—Vested options canceled for cash = (Per Share Price − option exercise price) × option shares.
• Shares owned after transaction: shares were canceled/converted under the merger; the filing shows these holdings were disposed/converted (cash-out), not an open-market sale.

Context
These were not open-market sales based on personal trading choice but contractual cash-outs under Confluent’s merger with IBM — a routine outcome of that agreement. For options and RSUs, the filing reflects cash settlement rather than a cashless exercise or separate share sale. This type of Merger-related disposition generally reflects the transaction terms, not an insider sentiment trade.