Chadwick Jonathan 4

What Happened
Confluent director Chadwick Jonathan reported dispositions on 2026-03-17 totaling 494,240 shares (485,938 + 8,302) via "disposition to the issuer" under the company’s merger agreement. The Form 4 shows N/A for per‑share price because the shares were canceled in connection with the merger; a filing footnote states each share was converted into the right to receive $31.00 cash, implying total proceeds of approximately $15,321,440.

Key Details

• Transaction date: 2026-03-17; Form 4 filed: 2026-03-19 (timely filing).
• Reported dispositions: 485,938 shares and 8,302 shares (total 494,240). Form lists price as N/A; footnote specifies $31.00 per share Merger Consideration.
• Approximate total cash received: 494,240 × $31.00 = $15,321,440 (before applicable withholding taxes).
• Shares owned after transaction: the filing does not list post-transaction holdings; Class A shares and RSUs were canceled under the Merger Agreement.
• Transaction code: D (Disposition to issuer). Footnotes: F1 (Class A shares canceled/converted to $31.00/share) and F2 (RSUs canceled for cash equal to $31.00 × shares).
• No indication this was a voluntary open‑market sale—proceeds resulted from the merger consideration, not a market trade.

Context
These dispositions reflect the merger with IBM (per the Merger Agreement), where Confluent Class A shares and RSUs were canceled for cash consideration. Such merger-related conversions are routine M&A mechanics and do not by themselves indicate the insider’s view of the company’s future performance.