Confluent (CFLT) director exits stake as $31-per-share cash deal closes

Rhea-AI Filing Summary

Confluent, Inc. director Michelangelo Volpi reported the disposition of his Class A Common Stock in connection with the company’s cash merger. On March 17, 2026, a total of 235,041 directly held shares and 155,512 shares held through the Volpi-Cupal Family Trust were canceled under the merger terms. Each share of Class A Common Stock was converted into the right to receive $31.00 per share in cash, without interest and subject to applicable withholding taxes. Following these issuer dispositions, the filing shows no remaining Class A Common Stock reported for Volpi.

Insights

M&A and insider-transactions analyst

Filing reflects closing of Confluent’s $31-per-share cash merger, not an open-market sale.

The transactions show Michelangelo Volpi’s Class A shares, including those held via the Volpi-Cupal Family Trust, being canceled and converted into cash at $31.00 per share under a completed merger. The code D indicates dispositions to the issuer, rather than sales into the market.

This means the director and the related trust effectively exited their equity position as part of the same terms offered to other shareholders. Because this is a mechanical result of an agreed merger, rather than a discretionary trade, the informational value for an ongoing investment thesis is limited.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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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^*

Volpi Michelangelo

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/17/2026		D		235,041	D	(1)	0	D
Class A Common Stock	03/17/2026		D		155,512	D	(1)	0	I	See footnote(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 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. The shares are held by the Volpi-Cupal Family Trust, of which the reporting person serves as trustee. The reporting person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares for Section 16 or any other purpose.

	/s/ Weilyn Wood, Attorney-in-Fact	03/19/2026
	** Signature of Reporting Person	Date
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 insider transaction did Confluent (CFLT) director Michelangelo Volpi report?

Michelangelo Volpi reported dispositions of Confluent Class A Common Stock back to the issuer. The filing shows 235,041 directly held shares and 155,512 trust-held shares were canceled as part of a merger, leaving no reported Class A holdings afterward.

Was Michelangelo Volpi’s Confluent (CFLT) transaction an open-market sale or merger-related?

The transaction was merger-related, not an open-market sale. Code D and the footnote explain each Class A share was canceled and converted into a cash right at $31.00 per share under a completed merger agreement, reflecting an issuer disposition.

What price did Confluent (CFLT) shareholders receive in this merger-related Form 4?

Shareholders received cash consideration of $31.00 per share. The footnote states each share of Confluent Class A Common Stock was canceled and converted into the right to receive $31.00 in cash, without interest and subject to applicable withholding taxes.

How many Confluent (CFLT) shares did Michelangelo Volpi dispose of in the merger?

The filing lists 235,041 Class A shares held directly by Volpi and 155,512 Class A shares held through the Volpi-Cupal Family Trust. All of these were canceled in exchange for cash under the merger terms, with no Class A shares reported remaining afterward.

What does the Volpi-Cupal Family Trust disclosure mean for Confluent (CFLT) ownership?

The Volpi-Cupal Family Trust held 155,512 Confluent Class A shares, disposed of in the merger. The filing notes Volpi serves as trustee and disclaims beneficial ownership beyond any pecuniary interest, clarifying his economic exposure versus formal ownership for Section 16 reporting purposes.

Does Michelangelo Volpi still hold Confluent (CFLT) Class A shares after this Form 4?

Based on the reported transactions, he does not. Each disposition entry shows total shares following the transaction as zero, indicating that after the merger-related cancellations, no Class A Common Stock holdings remain reported for Volpi in this filing.