Kreps Edward Jay 4

What Happened
Edward J. Kreps, CEO of Confluent, reported multiple dispositions on March 17, 2026 related to the company’s merger with IBM. The Form 4 shows a total of 21,761,449 Confluent shares (including Class A, Class B conversions, RSU conversions and option-related dispositions) were cancelled/converted pursuant to the Merger Agreement at $31.00 per share, for aggregate consideration of approximately $674.6 million. Several derivative positions (RSUs and options) were also settled or assumed as part of the deal.

Key Details

• Transaction date: March 17, 2026; Form 4 filed March 19, 2026 (within the typical 2-business-day window).
• Per-share consideration: $31.00 in cash under the Merger Agreement (footnote F1).
• Total shares disposed/converted: 21,761,449; approximate aggregate cash value: $674,604,919.
• Types of dispositions reported: direct share cancellations, conversion of Class B shares to cash, cancellation/settlement of stock options for cash, and RSU conversions/assumptions.
• RSU treatment: IBM assumed outstanding RSUs and converted them into restricted stock units of IBM (footnote F2).
• Options: fully vested/options were cancelled and settled for cash equal to (shares covered) × (Per Share Price − exercise price) per the Merger Agreement (footnote F8).
• Some shares were held in family trusts (footnotes F5–F7).
• Shares owned after the transaction are not specified in the excerpt provided.

Context
This was not an open-market sale but a merger-related conversion/cash-out and equity assumption by the acquirer (IBM). For derivatives: RSUs were largely assumed (converted to IBM RSUs) and stock options were cashed out per the merger formula rather than exercised and sold in the market. These filings reflect deal consideration, not discretionary insider trading; they are routine consequences of the merger terms.