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IBM acquisition converts Confluent (CFLT) CFO equity into cash and IBM RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Sivaram Rohan reported disposition transactions in this Form 4 filing.

Confluent, Inc. completed its cash merger with IBM, triggering a full cleanup of CFO Rohan Sivaram’s Confluent equity. Each share of Confluent Class A common stock was canceled and converted into the right to receive $31.00 per share in cash, subject to taxes. All reported Confluent shares and options show zero remaining after these transactions.

Pursuant to the merger terms, the CFO’s restricted stock units were assumed by IBM and converted into restricted stock units for 39,985 shares of IBM common stock. A fully vested stock option covering 91,813 Confluent shares at an exercise price of $7.34 per share was canceled in exchange for cash equal to its intrinsic value, calculated using the $31.00 per-share merger price.

Positive

  • None.

Negative

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Insights

CFO’s Confluent equity was cashed out or rolled into IBM stock as part of the merger.

The transactions show Confluent CFO Rohan Sivaram disposing of all reported Confluent securities due to the closing of the IBM merger. Common shares are converted into a cash right at $31.00 per share, which is standard for an all-cash acquisition.

His restricted stock units did not disappear; they were assumed by IBM and converted into restricted stock units over 39,985 IBM shares. A fully vested option for 91,813 shares at $7.34 per share was canceled for cash equal to its intrinsic value under the merger formula, turning option value into cash rather than ongoing equity.

All reported Confluent positions now show zero balances, indicating the Form 4 captures the final clean-up of his Confluent equity as the company becomes part of IBM. Future compensation alignment will depend on IBM’s equity plans and any additional grants disclosed in later filings.

SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Sivaram Rohan

(Last)(First)(Middle)
C/O CONFLUENT, INC.
899 W. EVELYN AVENUE

(Street)
MOUNTAIN VIEW CALIFORNIA 94041

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Confluent, Inc. [ CFLT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF FINANCIAL OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
Class A Common Stock03/17/2026D212,681D(1)0D
Restricted Stock Units03/17/2026D319,290D(2)0D
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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$7.3403/17/2026D91,813 (3)10/28/2030Class A Common Stock91,813(3)0D
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger, dated December 7, 2025, by and among the Issuer, International Business Machines Corporation ("IBM") and Corvo Merger Sub, Inc. (the "Merger Agreement"), each share of Issuer Class A Common Stock was canceled and converted into the right to receive $31.00 per share in cash (the "Merger Consideration" or the "Per Share Price"), without interest and subject to applicable withholding taxes.
2. Pursuant to the Merger Agreement, each outstanding RSU was assumed by IBM and converted into restricted stock units for 39,985 shares of IBM common stock.
3. The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, the option was canceled in exchange for the right to receive an amount in cash, subject to applicable withholding taxes, equal to the product of (a) the total number of shares of Issuer common stock covered by such option immediately prior to the Effective Time (as defined in the Merger Agreement) multiplied by (b) the excess of (1) the Per Share Price over (2) the per share exercise price of such option.
/s/ Weilyn Wood, Attorney-in-Fact03/19/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What happened to Confluent (CFLT) CFO Rohan Sivaram’s common stock in the IBM merger?

His Confluent Class A common stock was canceled and converted into a right to receive $31.00 per share in cash, subject to applicable withholding taxes. After this transaction, the Form 4 shows zero Confluent shares remaining in his reported holdings.

How were Rohan Sivaram’s restricted stock units treated in the Confluent (CFLT) merger with IBM?

His outstanding Confluent RSUs were assumed by IBM and converted into restricted stock units covering 39,985 shares of IBM common stock. This preserves the time-based equity incentive, but now in IBM stock instead of Confluent shares.

What happened to the Confluent (CFLT) stock option reported in this Form 4?

A fully vested option for 91,813 Confluent shares at an exercise price of $7.34 per share was canceled. In exchange, the holder receives cash equal to the number of shares times the excess of the $31.00 merger price over the option’s exercise price.

Does this Confluent (CFLT) Form 4 show insider buying or selling on the open market?

No. The filing shows dispositions to the issuer tied to the IBM merger, not open-market trades. Shares and options were canceled or converted according to the merger agreement, resulting in cash and IBM equity rather than discretionary buying or selling.

Why do Rohan Sivaram’s Confluent (CFLT) holdings show zero after these Form 4 transactions?

Because all reported Confluent securities—common stock, RSUs, and the stock option—were canceled or converted under the merger terms. As a result, the Form 4 lists zero shares remaining, reflecting the company’s transition into IBM ownership.
Confluent, Inc.

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