false 0001699838 0001699838 2024-06-12 2024-06-12

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 12, 2024

 

 

CONFLUENT, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-40526   47-1824387
(State or Other Jurisdiction
of Incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

899 W. Evelyn Avenue

Mountain View, California

   94041
(Address of Principal Executive Offices)   (Zip Code)

(800) 439-3207

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange
on which registered

Class A Common Stock, par value $0.00001 per share   CFLT  

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.07

Submission of Matters to a Vote of Security Holders.

On June 12, 2024, Confluent, Inc. (“Confluent”) held its 2024 Annual Meeting of Stockholders (the “Meeting”). Holders of Confluent’s Class A common stock were entitled to one vote for each share held as of the close of business on April 15, 2024 (the “Record Date”) and holders of Confluent’s Class B common stock were entitled to ten votes for each share held as of the close of business on the Record Date. Present at the Meeting by virtual presence or by proxy were holders of 290,199,131 shares of Confluent’s Class A common stock and Class B common stock, together representing a total of 940,776,965 votes, or 96.39% of the eligible votes as of the Record Date. Confluent’s stockholders voted on three proposals at the Meeting, each of which is described in more detail in Confluent’s definitive proxy statement for the Meeting, filed with the Securities and Exchange Commission on April 24, 2024.

The final results with respect to each such proposal are set forth below:

Proposal 1 - Election of Directors.

The stockholders of Confluent elected each of the persons named below as Class III directors to serve until Confluent’s 2027 annual meeting of stockholders and until their successors are duly elected and qualified. The voting results for each director nominee are set forth below:

 

Director Nominee

    Votes For      Votes Withheld      Broker Non-Votes  

Lara Caimi

      884,504,133        5,315,649        50,957,183  

Jonathan Chadwick

      846,614,596        43,205,186        50,957,183  

Neha Narkhede

      822,897,395        66,922,387        50,957,183  

Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm.

The stockholders ratified the appointment of PricewaterhouseCoopers LLP as Confluent’s independent registered public accounting firm for the year ending December 31, 2024. The voting results are set forth below:

 

For

  

Against

  

Abstain

938,900,408

  

1,268,231

   608,326

Proposal 3 - Non-binding Advisory Vote on Compensation of Named Executive Officers.

The stockholders approved, on a non-binding advisory basis, the compensation of Confluent’s named executive officers. The voting results are set forth below:

 

For

  

Against

  

Abstain

  

Broker Non-Votes

872,671,509

   16,911,186   237,087   50,957,183

 

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    CONFLUENT, INC.
    By:  

/s/ Melanie Vinson

Dated: June 18, 2024       Melanie Vinson
      Chief Legal Officer

 

2

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Document and Entity Information
Jun. 12, 2024
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Entity Central Index Key 0001699838
Document Type 8-K
Document Period End Date Jun. 12, 2024
Entity Registrant Name CONFLUENT, INC.
Entity Incorporation State Country Code DE
Entity File Number 001-40526
Entity Tax Identification Number 47-1824387
Entity Address, Address Line One 899 W. Evelyn Avenue
Entity Address, City or Town Mountain View
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94041
City Area Code (800)
Local Phone Number 439-3207
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Pre Commencement Issuer Tender Offer false
Security 12b Title Class A Common Stock, par value $0.00001 per share
Trading Symbol CFLT
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
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