Code of Conduct

Introduction

Confluent’s Code of Conduct (the “Code of Conduct”) describes ourcore values and establishes global standards for how we work witheach other, our customers, and our partners. The Code of Conduct
defines our purpose, values, and principles, and sets a standard that all
Confluent team members act respectfully, ethically, legally, and withintegrity – both in words and in behavior. By adhering to the Code of
Conduct, we make Confluent a stronger company, and protect ourcustomers, our co-workers, and our reputation.
Everyone who works at Confluent is expected to be familiar with,and adhere to, the Code of Conduct. Please read it, internalize it, anduphold it. Any references to “employees” in the Code of Conduct also
includes Confluent’s directors and contractors. Managers are expected
to ensure that contractors conform to the Code of Conduct’s
standards when working for or on our behalf. In complying with theCode of Conduct, you should consider not only your own conduct, butalso that of your family members, significant others, or other persons
who live in your household.
The Code of Conduct contains the guidelines, rules, and principles
that must be followed when you are at work, or acting on Confluent’s
behalf. The Code of Conduct covers each of the following key areas:• Our core values• Fostering a culture of ethics and trust• Providing a safe and inclusive workplace• Playing by the rules• Avoiding conflicts of interest• Being honest and accountable• Being loyal, and• Speaking up

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Our Code of Conduct is meant to guide us in our daily decisions.
Often, the right thing to do is obvious, but the Code of Conduct is a
resource for you when the issue is more ambiguous. If there is doubt or
confusion as to whether a situation might be unethical, inappropriate,
or illegal, ask:
• Is what I am doing consistent with Confluent’s values?
• Does what I am doing comply with the Code of Conduct and othercompany policies?
• Would I feel comfortable describing my actions at an all-hands
meeting?
• How would I or Confluent look if this made headlines?
• Am I being loyal to Confluent and acting in Confluent’s bestinterests?
• Will this build trust and credibility for Confluent?
• Will this help create a working environment in which Confluent can
succeed over the long term?
Asking yourself these questions and understanding the requirementsof the Code of Conduct will help keep Confluent, your colleagues, andyourself out of trouble.
The Code of Conduct does not replace Confluent’s other policies andprocedures and cannot cover every possible law or scenario. If there isa conflict with any of our other policies and procedures, the Code of
Conduct will take precedence. If you have any questions or concerns,
please reach out to your People Business Partner, your manager orLegal.

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Our values

Our Code of Conduct complements and supports our core values,
which form the foundation of our company culture that we use to
guide our actions. If you ever feel we are not living up to our values,
speak up and share your ideas to improve!

1. Earn Our Customers’ Love
Our customers are the lifeblood of our business and our mostimportant stakeholders. We strive to earn their love with everything
we do. Whether we are thinking through how to evolve our products,
figuring out how we interact with prospects, or even designing aspectsof our internal operations, we want to start by solving backwards froma fantastic customer experience to arrive at the right solution. We
believe that our customers’ love is something we have to earn on an
ongoing basis.

2. Smart, Humble, and Empathetic
These three attributes are essential to building a strong team. Our
employees appreciate, benefit, and learn from working with othersmart, humble, and empathetic people. We strive to hire those whocare deeply about others and interact with empathy towards ourcustomers, partners, and employees.

3. Be Fired Up and Get It Done
As much as we benefit from working with smart, humble, andempathetic employees, we also need to “get it done” to pursue ourenormous market opportunity. We are in growth mode and are
scaling to fill the demands of the market and our current and future
customers. We are building the team, products, and customer journeys
to be number one in our market, which of course is difficult work. We
hire people who want to be part of this intense experience, know thatthey are signing up to execute on our mission, and are fired up to go
after this market opportunity in a meaningful and passionate way. Thispassion is a huge source of energy both individually and collectively. As
a company we treasure this passion and help to fuel it throughout ouremployees’ journey at Confluent.
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4. Tasteful not Wasteful
We want to invest in areas that matter the most—in other words,
spend “tastefully,” not wastefully. We believe that thoughtful spendingis essential to building a high-quality business. Building a strong
business enables us to attract the best employees, invest in innovation,and ultimately create a company that endures. The largest cost that
we incur is in our people. As equity holders, we expect our employees totake to heart the concept of tasteful spending and to think and act asowners.

5. One Team
It is critical that we act as and make decisions as a unified company,
doing our best to optimize globally rather than locally. This means
doing our best to avoid the politics, misalignment, and tribalism
companies can be prone to. It means recognizing that we succeed
individually and as teams, only if Confluent succeeds as a whole.

61. Open and Honest Communication

Fostering aculture built on
ethics and trust
Ethical behavior does not simply
happen. It is the product of clear
and direct communications.

At Confluent, everyone should feel comfortable to speak their mind
with respect to ethics concerns. Managers have a responsibility tocreate an open and supportive environment where this is possible. We
all benefit when employees exercise their power to prevent mistakes orwrongdoing by asking the right questions at the right times. At
Confluent, we want the ethics dialogue to become a natural part ofdaily work.

2. A Tone Set at the Top
If you supervise others, it is especially important to lead by example
and always demonstrate the highest ethics and integrity. Create
an environment where members of your team understand their
responsibilities and know they can talk with you about their concernsand questions without fear of retaliation. If an issue is raised and you
feel comfortable, please reach out to your manager; if you are not
comfortable discussing the issue with your manager, please reach out
to another member of management, Employee Relations or a memberof the Employment Legal team. Representatives from these groups
will ensure that problems are promptly and appropriately addressed.
You may also report concerns (including anonymously) throughConfluent’s EthicsPoint hotline www.confluent.ethicspoint.com.

3. Build Trust and Credibility
The success of our business is dependent on the trust and confidence
we earn from you, and our customers, vendors, and stockholders.
We gain credibility by demonstrating excellence, adhering to ourcommitments, displaying honesty and integrity, and reaching company
goals through honorable conduct. It is easy to say what we must do,
but the proof is in our actions. Ultimately, we will be judged on what
we actually do.

71. Respect the Individual and Celebrate Diversity

Providing a safe
and inclusive
workplace
It is important for each of
us to foster an environment
where we all feel respected andvalued, where our contributions
are appreciated, and where weare safe.

We all deserve to work in an environment where we are treated with
dignity and respect. Confluent is committed to creating such anenvironment because it is consistent with who we are as a company
and brings out the full potential in each of us. This, in turn, contributes
directly to the success of each individual but also to our collective
success. We cannot afford to let anyone’s talents go to waste.

2. Equal Opportunity Employment
We are an equal opportunity employer, which means employees andapplicants have equal employment rights and opportunities, regardlessof race, color, religion, creed, sex, sexual orientation, gender identity/
expression, national/ethnic origin, age, disability, genetic information,
marital or parental status, pregnancy or childbirth or related
conditions, veteran status or any other status protected by applicablelaw. We take great care to source, interview, and welcome teammembers of all backgrounds and we are proud of our diverse teams, as
described in our Diversity Policy.

3. Preventing Harassment and Discrimination
We are committed to providing a work environment free of
discrimination of all types, and from abusive, offensive, or harassing
behavior, including victimization and bullying. We do not tolerate
discrimination on the basis of race, color, religion, creed, sex, sexual
orientation, gender identity/expression, national/ethnic origin, age,disability, genetic information, marital or parental status, pregnancy
or childbirth or related conditions, veteran status or any otherstatus protected by applicable law. Our Global Harassment andDiscrimination Policy applies to all employees and contractors, and
we also will not tolerate harassment of or discrimination against
our employees by others who work with us, such as customers andsuppliers.
Confluent does not tolerate acts of retaliation against anyone who
makes an honest and sincere report of a possible violation of law or
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of Confluent’s Code of Conduct or policies, or who participates in an
investigation of possible wrongdoing, regardless of the outcome of any
investigation into the report. Many countries have laws that protect
those who report misconduct, and Confluent enforces any applicable
protections afforded by such laws.
If you feel that you have been bullied, harassed, or suffereddiscrimination, or have witnessed these acts involving others, report
it immediately to to a member of the executive team, Employee
Relations, or a member of the Employment Legal team. Reported
acts of discrimination or harassment are taken seriously and will be
investigated. Serious breaches of our policies may result in terminationof employment or, for non-employees, termination of contract. You
should always feel safe to report issues, as we do not condone andwill not tolerate retaliation against anyone who reports an incident or
participates in an investigation related to an incident.

4. Hazardous Conditions and Injuries
Confluent is committed to providing a healthy and safe work
environment. Safety measures and rules are in place for theprotection of employees and anyone who visits our workplace. It is
the responsibility of each individual to help prevent accidents. To that
end, you should maintain all work areas, including those outside of
the office when working remotely, in a safe and orderly manner, freefrom hazardous conditions. Employees should recognize any potential
fire hazards and be aware of fire escape routes and fire drills. Do notblock fire exits, tamper with fire extinguishers, or otherwise create fire
hazards.
If you observe an unsafe practice or condition, you should report it to a
manager or the Workplace Team at workplacehelp@confluent.io
immediately. You must also notify Confluent about accidents, nomatter how minor, and physical discomfort caused by repetitive tasks.
We will never retaliate against any employee for bringing any such
incident or condition to our attention.

5. Drugs and Alcohol
We believe that the influence of recreational drugs or excessive
consumption of alcohol at work or at work-related events cannegatively impact our ability to provide a safe workplace and tomaintain a respectful and professional environment. Accordingly, as
described in our Events Code of Ethics, we strictly prohibit the use of
any recreational drugs and the excessive consumption of alcohol at any
Confluent workplace or work-related event, or while driving a vehicle
on Confluent business. A work-related event includes dinners, bars,
or “after parties” if co-workers, customers or business colleagues arepresent.
Alcohol consumption at work events is allowed but individuals need tolimit themselves to a reasonable amount. No one should feel pressured
to drink. And we ask for your help making sure none of your coworkers
endanger their own lives or those of others by driving drunk.
And to be clear, being under the influence of drugs or alcohol does notremove or reduce your obligation to adhere to the Code of Conduct
or our other policies, or excuse any inappropriate or unlawful behavior
that occurs while under the influence.
This guidance is important for everyone, and is particularly important
for those in a leadership role - managers are expected to lead byexample.

6. Workplace Violence
will not tolerate any violent behavior at the workplace, and we do
not allow any kind of weapons to be brought to our offices, events, or
customer sites.

9Playingby the rules

Integrity means that wecomply with all laws,
rules, and regulations
anywhere we do business.

We must always strive to conduct our business in an honest, fair, andethical manner, including with respect to our competitors. Therefore, itis essential that every one of us understand the company policies, laws,
rules, and regulations that apply to our company and roles.
The Code of Conduct highlights important legal regulations of which
you should be aware, and the policies referenced in the Code of
Conduct will provide more specifics in key areas. We expect employees
to understand the legal and regulatory requirements applicable totheir areas of responsibility. If you ever encounter a law that conflicts
with the Code of Conduct, the stricter rule should be followed. If
you are unsure of which rule is stricter or whether a contemplated
action is permitted by law, you should seek advice from Legal. We are
all responsible for preventing violations of law and for speaking up
if we see possible violations. Failure to respect applicable laws andregulations could result in substantial penalties to Confluent and canalso have serious consequences for individual employees.

101. Antitrust Compliance
We are dedicated to ethical, fair, and vigorous competition. We sell
our products and services based on their merit, superior quality,
functionality, and competitive pricing. We make independent pricing
and marketing decisions and will not improperly cooperate orcoordinate our activities with our competitors or engage or assist in
unlawful boycotts of particular customers or suppliers.
Most countries have laws that are designed to promote free andfair competition that generally prohibit: (1) arrangements withcompetitors that restrain trade, (2) abuse of intellectual property
rights, and (3) use of market power to unfairly disadvantage
competitors. We are committed to complying with antitrust laws in
any location where we operate. It is our policy to never:• Discuss pricing policies, costs, or marketing or strategic plans withany competitor;• Discuss division of customers, markets, territories, or countries withany competitor;• Discuss proprietary or confidential information, including
technological improvements, with any competitor;• Discuss sales and marketing strategies with any competitor;• Engage in joint behaviors against a customer;• Boycott competitors, customers, or suppliers; or• Include inappropriate conditions in purchases or sales.
Violating antitrust laws is a serious matter and could place us and theindividual engaged in the misconduct at risk for substantial criminal
penalties and potential severe fines. Understanding the requirementsof antitrust laws in the various jurisdictions where we do business canbe difficult. If questions arise, please contact Legal for guidance.

112. Competition Law Compliance
While we compete vigorously in all of our business activities, we arecommitted to dealing fairly with our customers and competitors, andconducting our global activities in accordance with all applicable laws,
including competition laws. When representing our company in thecommunity, you are expected to compete energetically by promoting
our company on the merits. Product or service comparisons should befair and accurate. Competition laws also strictly govern, usually very
strictly, relationships between us and our competitors, as discussed
above.
Most countries also have laws designed to encourage and protect
free and fair competition. These laws are broad and far-reaching andregulate our relationships with actual and prospective customers,
partners, vendors, resellers, and distributors. Competition laws
generally address the following areas: pricing practices (including
predatory pricing, price fixing, and price discrimination), discounting,terms of sale, credit terms, promotional allowances, secret rebates,
exclusive relationships, dealerships or distributorships, productbundling, restrictions on carrying competing products, termination,and many other practices.
Acquiring proprietary information from others through impropermeans, possessing trade secret information that was improperly
obtained, or inducing improper disclosure of confidential informationfrom past or present employees of other companies is prohibited, even
if motivated by an intention to advance our interests. If information
is obtained by mistake that may constitute a trade secret or otherconfidential information of another business, or if you have any
questions about the legality of proposed information gathering, youmust consult Legal.
You are expected to deal fairly with our customers, suppliers,
employees, and anyone else with whom you have contact in thecourse of performing your job. It is a violation of the Federal Trade

Commission Act to engage in deceptive, unfair, or unethical practices
and to make misrepresentations in connection with sales activities.

3. Anti-Corruption and Anti-Bribery Compliance
The Confluent Global Anti-Bribery and Anti-Corruption Policy
establishes worldwide standards for preventing corruption and bribery
in our dealings and transactions. All employees are required to strictly
comply with this policy and to maintain our commitment to observing
ethical business practices and avoiding violations of applicable antibribery and anti-corruption laws.
The Foreign Corrupt Practices Act (or FCPA) is a United States federal
anti-bribery law that makes it unlawful for any U.S. citizen or any
representative of a U.S. corporation to give anything of value to a
non-U.S. official in order to obtain or retain business. This includes
facilitation or “grease” payments — small, unofficial payments madeto a public official to secure a routine administrative action. However,the payment of a published fee to a government agency for expedited
service is not considered a facilitation payment.
Some types of gifts, hospitality, and entertainment can run afoul
of anti-bribery and anti-corruption laws. Gifts, hospitality, andentertainment remain a legitimate part of conducting business but
should be provided only for legitimate purposes such as building
relationships, maintaining our image or reputation, or marketing our
products and services, and always in compliance with the Code of
Conduct.
Gifts, hospitality, and entertainment can, when excessive, constitutea bribe and/or a conflict of interest. Under some statutes, such as the
FCPA, giving anything of value to a government official to obtain or
retain business, obtain favorable treatment, or obtain an improper
advantage is a criminal act subject to prosecution and conviction.

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A problem can arise if you:
• Receive a gift or entertainment that compromises, or could
reasonably be viewed as compromising, your ability to makeobjective and fair business decisions on behalf of Confluent; or• Offer a gift or entertainment that is, or could reasonably be seenas, an attempt to obtain business through improper means or togain any special advantage in our business relationships.
Reasonable gifts, hospitality, and entertainment that are provided tocommercial entities or their employees for legitimate purposes suchas building relationships, maintaining our image or reputation, or
marketing our products and services that do not violate the FCPA orother anti-corruption laws are permissible. However, gifts, hospitality,and entertainment must meet the following criteria:• Customary and reasonable in value,• Open and transparent,• Cannot reasonably be construed as a bribe or payoff,• Does not violate laws, regulations, or policies of the other party’s
organization,• Is not inappropriate or salacious,• Is not provided with excess frequency to the same recipient, and• Is not in the form of cash.
In addition, you may not receive any income or material gain froma third party in connection with the performance of your job at
Confluent.
Discuss with Legal any proposed entertainment or gifts, if you are
uncertain about their appropriateness or if you are unsure whether
a particular act constitutes bribery. You must exercise care and due
diligence at all times when giving or receiving any form of gift or
hospitality on behalf of Confluent and must comply with the guidelines
established in our Global Anti-Bribery and Anti-Corruption Policy.

On rare occasions, you may encounter situations where individuals
in positions of authority demand or extort small payments or gifts
under the threat of imminent physical harm. In such situations, youare permitted to make the payment or furnish the gift, but only if
you believe in good faith that it is necessary to do so in order to avoid
the harm. Once it is safe to do so, you should immediately report thesituation to the Chief Legal Officer and the Chief People Officer. Allsuch payments and gifts must be accurately recorded in our books andrecords.
Under the FCPA and many other anti-corruption laws, Confluent
and its employees can be criminally liable for bribery and corruption
undertaken by third parties in connection with our business. These
third parties include but are not limited to sales representatives,
agents, resellers, consultants, distributors, and persons who makeintroductions or generate leads. Confluent conducts due diligence onthese types of third parties before we agree to work with them. This
helps to ensure that we only work with third parties that share ourcommitment to ethical business conduct, to mitigate FCPA risks thatarise from third- party relationships, and to protect Confluent and its
employees from criminal liability.
Everyone at Confluent is responsible for ensuring that corruption andbribery are prevented, detected, and reported. If you have concerns
or suspicions about corrupt conduct or potential FCPA or other anticorruption law violations, you must promptly report this to the Chief
Legal Officer or report your concerns through the EthicsPoint helpline
at confluent.ethicspoint.com.

4. Confidential and Proprietary Information
One of our most important assets is our confidential information. You
may learn of information about Confluent that is confidential andproprietary. You also may learn of information before that informationis released to the general public. Confidential information includes
non-public information that might be of interest to investors, of use to13

competitors or harmful to Confluent or its customers if disclosed.
In addition, because we interact with other companies andorganizations, there may be times when you learn confidential
information about other companies before that information has
been made available to the public. There may even be times when you
must treat as confidential the fact that we have an interest in, or are
involved with, another company.
Every employee has a duty to refrain from disclosing to any person
confidential or proprietary information about us or any other company
learned in the course of employment here, until that information isdisclosed to the public through approved channels, such as disclosure
on Confluent’s website or in a press release. Confidential information
about another company should only be circulated internally on a“need to know” basis and for the purposes of our relationship withthat company. Unauthorized posting or discussion of any information
concerning our business, information, or prospects on social media
or the Internet is prohibited. Be cautious when discussing sensitive
information in public places like elevators, airports, restaurants, and“quasi-public” areas within our offices. All Confluent emails, voicemails
and other internal communications are presumed confidential, and you
should not forward Confluent communications outside of Confluent
except where required for legitimate business purposes.
We should strive to ensure that we do not inadvertently disclose
confidential information. Materials that contain confidential
information, such as laptop computers, mobile devices, memos,
notebooks, and iPads and other tablets, should be stored securely.
In addition, it is important that we respect the property rights ofothers. We will not acquire or seek to acquire a competitor’s trade
secrets or other proprietary or confidential information. We will not
engage in unauthorized use, copying, distribution, or alteration ofsoftware or other intellectual property.

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5. Global Trade Compliance

7. Selective Disclosure

We must comply with all laws and regulations governing theinternational trade of our products, including rules administered by theUnited States Treasury and Commerce Department and the European
Union (among others). We take pride in understanding the letter andspirit of the governing export control and economic sanctions laws
and regulations. Any employee receiving any document or other article(including electronic documents or articles) containing a marking
stating that it is export controlled or subject to any other legal
restriction on disclosure—other than basic “confidentiality” markings—
may not forward it to anyone or store it on any Confluent information
system without first contacting the Chief Legal Officer.

We will not selectively disclose (whether in one-on-one or small
discussions, meetings, presentations, proposals, or otherwise) any
material non-public information with respect to Confluent, its
securities, business operations, plans, financial condition, results ofoperations or any development plan.

6. Insider Trading
Confluent shares non-public information with you so that you cansuccessfully perform your jobs. You may also receive non-public
information about our customers, partners, or suppliers. Employees
may not use confidential, non-public information about Confluent or
any other company with which we do business for any other purpose
other than to conduct our business. Employees must exercise theutmost care when handling material non-public information, andshould not disclose any such information to any third party, including
customers, partners, and suppliers.
Employees may not trade, or tip others to trade, in Confluent’s stockor the stock of another company while in possession of material nonpublic information about that company. “Material” information is
information that an average investor would find important in making
a decision to buy or sell a company’s shares. Buying or selling shares
while in possession of material, non-public information, or tipping
others to trade based on this information, is a violation of insider
trading laws as well as the Code of Conduct and our Insider Trading
Policy.

8. Anti-Slavery and Human Trafficking
We are committed to ensuring that our business operates in a socially
responsible way that prevents slavery and human trafficking. We arealso committed to playing our part in helping the world to improvepractices designed to combat slavery and human trafficking, as
described in our Modern Slavery Policy.

9. U.S. Government Contracting Laws andRegulations
Because Confluent provides its products and services to various
government entities in the U.S., we must adhere to the many
additional legal requirements that apply to government contractors
and their employees. In many cases, these requirements impose evenstricter standards in the same areas covered by this Code of Conduct(for example, providing gifts, meals or entertainment to government
employees, avoiding conflicts of interest, and making politicalcontributions). Any employee engaged in selling or providing Confluent
products or services to government entities must comply with theserequirements, including any supplemental Confluent code(s) ofconduct in effect that relate to government contracting.

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Avoidingconflicts ofinterest
Avoiding conflicts of interest isa critical element of integrity.

Employees are prohibited from engaging in any behavior or enterprise
which conflicts with Confluent’s best interests without our priorwritten consent. A conflict of interest is a situation where yourpersonal interest outside of work impacts (or has the potential toimpact) the business actions you take on behalf of Confluent. You
must avoid any relationship or activity that might impair, or evenappear to impair, your ability to make objective and fair decisions when
performing your job. Even the appearance of a conflict of interest
where none actually exists can be damaging and should be avoided.
This section provides specific examples of conflicts of interest, as wellas other areas that can present potential conflicts of interest if notproperly disclosed and addressed.
If you have questions about actual or potential conflicts of interest,
seek advice from your manager, and/or Legal. Any exceptions to ourrules on conflicts of interest must be approved by the head of yourfunction and the Chief Legal Officer. If you become aware of an actualor potential conflict of interest, you must disclose the information at
the earliest opportunity to your manager and Legal.
It’s not always easy to determine whether something constitutes
a conflict of interest. Here are some examples in which conflicts ofinterest, or the appearance of a conflict of interest, could arise:• Being employed by, or acting as a director, consultant, or advisor to,
a competitor or potential competitor, customer, reseller, supplier, or
contractor, regardless of the nature of the employment, while youare employed by Confluent;• Hiring or supervising family members, romantic partners or otherclosely related persons;• Owning—directly or indirectly—or having a financial interest in acompetitor, supplier or contractor of Confluent (other than holding
a direct interest of less than 1% of the stock of a publicly-traded
company);• Having a personal interest, financial interest, or potential gain in any
Confluent transaction not generally applicable to other stockholders
or employees;

16• Placing company business with an entity owned or controlled by
employees or their families;• Accepting business opportunities discovered in the course of youremployment with Confluent;• Accepting gifts, discounts, favors, or services from a customer,
potential customer, competitor, or supplier, unless nominal andreasonable under the circumstances, such as being taken to lunch ata reasonably priced restaurant;• Soliciting contributions for any political candidate, politicalorganization, or religious organization from any person or entitythat does business or seeks to do business with us; or• Soliciting contributions to a charitable organization or a sponsorshipas a quid pro quo for obtaining business from Confluent.

1. Romantic and Familial Relationships
Managers should not engage in romantic relationships with anyone
in their reporting line, and any employment of family members or
romantic partners is subject to our conflict of interest rules. Althoughromantic relationships with co-workers not in the same reporting line is
not prohibited, they can create issues of actual or apparent favoritism
and contribute to a negative work environment, and employees inthis situation must exercise good judgment and avoid any actual orapparent conflicts of interest.
In the event an employee approaches a co-worker outside of theirreporting line about a date or relationship and is rejected, that
employee should not ask about it again, as this could constitute sexual
harassment.
If you become involved in a relationship that could create an actual or
potential conflict of interest or legal risk pertaining to discriminationor sexual harassment, you should disclose it to Employee Relations orLegal. This includes any relationship where one individual has influence
or control (whether directly or indirectly) over the other’s conditions of
employment.

2. Outside Activities
Starting an outside business, acting in an advisory or Board role, or
accepting outside employment while working at Confluent is not
automatically prohibited, as long as it does not create a conflict ofinterest or negatively affect your ability to do your job.
If you wish to engage in an outside business activity or engage inan advisory or Board role at another company, you must complete
an employee attestation form, and your request will be reviewed byrepresentatives of the People and Legal teams, your manager, andthe head of your department. You may not commence work on youroutside business activity prior to approval, and if it is approved, you
may not utilize Confluent assets, intellectual property, or trade secrets,
or solicit help from or employment of your co-workers in your outsidebusiness activity. More information on outside activities, including theapproval process, can be found on the Outside Activities Wiki.
In addition, employees are not permitted to engage in “research
opportunities” or any consulting relationships that involve sharing
information about Confluent, our customers, partners or suppliers,
whether or not such information is public. If you have questions about
whether an opportunity may violate the Code of Conduct, seek advice
from Legal.

3. Personal Investments
Subject to our Insider Trading Policy, you may invest in the shares ofpublic companies without creating a conflict of interest, as long as
you own, directly or indirectly, less than 1 percent of such companies’
shares. Investments in private companies are also usually allowed ifthey meet the other requirements under the Code of Conduct, suchas conflicts of interest, outside business activities, and confidentiality
provisions.

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4. Confluent Opportunities
Employees owe a duty to the company to advance the company’s
legitimate interests when the opportunity to do so arises. We mustnever, directly or indirectly, do any of the following:• Pursue or take personally for ourselves opportunities that are
discovered through the use of Confluent’s property, information, or
positions. Even opportunities that are acquired privately by you may
be questionable if they are related to our existing or proposed linesof business;• Use Confluent property, information, or positions for personal
gain; or• Compete with Confluent for business opportunities.

5. Political Contributions and Activities
Confluent does not make political contributions, and Confluent is notaffiliated with any political party, independent candidate, or with anyother organization whose activities are primarily political.
Confluent understands that employees may engage in the politicalprocess in their communities. However, work is not the place to carryout that engagement. We ask everyone to avoid conducting politicalactivism in the workplace. This includes posting your opinion onelections, candidates, political issues and lobbying your co-workers
or the company to share your stance. This behavior is obviously wellintended, but tends to lead to conflict, and makes people who disagree
feel excluded or uncomfortable. In the end, the discussion is inevitably
consumed by the most extreme proponents and opponents of any
issue and it creates a lot of acrimony over issues far afield of what we
do as a company.

you may not attribute your personal political activities, beliefs, orcontributions to Confluent (e.g., by using your work e-mail address).
Employees involved in soliciting, seeking, or performing contracts
for government customers must contact Legal prior to making suchcontributions to any non-U.S. federal candidates, campaigns, orcommittees.

6. Employment Discussions with Government (ofFormer Government) Personnel
Confluent benefits whenever it draws talented employees from avariety of industries, including the public sector. Important rules
apply to discussions regarding employment with current and former
government employees, however, and such discussions can create theappearance of a conflict of interest or even corruption. Any discussions
with current or former government employees regarding employment
should be carefully coordinated in advance by the Recruiting and
Employment Legal teams.

7. Charitable Contributions and Activities;
Sponsorships
Confluent encourages all employees to be actively involved in theirlocal communities, including by volunteering. You may also makecharitable donations using your own assets, but these donations will
not be reimbursed by Confluent.

In general, employees are free to make personal contributions tocandidates or participate in the political process, but contributions
may not be made on behalf of Confluent and may not be made toobtain any form of advantage in any business transaction. In addition,18

1. Disclosures and Recordkeeping

Be honest andaccountable
Corporate integrity starts
with personal accountability.

Our accounting records are relied upon to produce reports for ourmanagement, stockholders, and creditors, as well as for governmental
agencies. We rely upon our accounting and other business andcorporate records in preparing the periodic and current reports that
we file with the Securities and Exchange Commission (SEC). Securities
laws require that these reports provide full, fair, accurate, timely, andunderstandable disclosure and fairly present our financial condition
and results of operations. Employees may not make false or misleadingstatements or omissions in any of our financial and other disclosures in
SEC reports or engage in any practices that would degrade the quality
and integrity of our accounting and disclosures.
Our financial and other disclosures must be full, fair, accurate, timely,
and understandable. In addition, all of Confluent’s corporate records
must be true, accurate, and complete, and company data must be
promptly and accurately entered in our books in accordance with
Confluent’s policies and other applicable accounting principles. Thismeans we will:• Create and keep truthful, clear, and accurate financial records,• Follow Confluent’s expensing, contracting, and purchasing
requirements and obtain appropriate authorization,• Never record false sales or record sales early, understate oroverstate known liabilities and assets, defer recording items thatshould be recorded immediately, or otherwise manipulate financial
information,• Never enter into side letters or make promises to third parties thatconflict with or are in addition to the terms of our contracts withthem,
• Preserve, retain, and dispose of records appropriately, including incompliance with legal or other hold requests,• Never maintain undisclosed or “off the books” funds, accounts,
assets, or liabilities,• Cooperate with audits, investigations, and inquiries by the financeand legal teams,
19• Never hide the true nature of any transaction, misclassify accounts
or accounting periods, or make false entries on expense reports orother company records, of any amount, even if it seems immaterial;and• Never assist anyone in any prohibited activity and report any activity
you believe is questionable.
The booking of transactions with resellers, distributors and otherpartners should typically align with the performance period of the end
user, and use of license keys should be consistent with the underlying
transaction. See our Bookings Policy for further information.
In addition, employees are required to create, retain, and dispose of
our company records, including financial information, in compliancewith all of our policies and guidelines, as well as all regulatory andlegal requirements. It is a criminal offense to destroy records thatare subject to a subpoena or government investigation, and we may
also place holds on records in connection with pending or threatened
litigation.
We must ensure that our financial disclosure is accurate andtransparent and that our reports contain all of the information
about Confluent that would be important to enable stockholders andpotential investors to assess the soundness and risks of our businessand finances and the quality and integrity of our accounting anddisclosures. In addition:• No employee may take or authorize any action that would
intentionally cause our financial records or financial disclosure to
fail to comply with generally accepted accounting principles, therules and regulations of the SEC or other applicable laws, rules andregulations;• All employees must cooperate fully with our finance and accounting
team (which includes internal audit), as well as with our
independent public accountants and counsel, respond to theirquestions with candor and provide them with complete andaccurate information to help ensure that our books and records, aswell as our reports filed with the SEC, are accurate and complete;• No employee or person acting under their direction may coerce,
manipulate, mislead, or fraudulently influence our finance andaccounting department, our independent public accountants orcounsel, if the employee or other person knows or should know thatthe action, if successful, could result in rendering Confluent’s
financial statements misleading; and• No employee should knowingly make (or cause or encourage anyother person to make) any false or misleading statement in any of
our reports filed with the SEC or knowingly omit (or cause or
encourage any other person to omit) any information necessary to
make the disclosure in any of our reports accurate.
Any employee who becomes aware of any departure from thesestandards or suspects or has reason to believe that financial results
are inaccurate or inconsistent with underlying business performance
has a responsibility to report their knowledge promptly to a manager,
the Chief Accounting Officer, the Chief Legal Officer, our EthicsPoint
hotline, or to the Audit Committee of our Board of Directors.

2. Internal and Outside Auditors
Our auditors have a duty to review our records in a fair and accurate
manner. You must cooperate with independent and any internal
auditors in good faith and in accordance with law. In addition, youmust not fraudulently induce or influence, coerce, manipulate, ormislead our auditors about financial records, processes, controls,
procedures, or other matters. You must respond to their questions withcandor and provide them with complete and accurate information to
help ensure that our books and records are accurate and complete. You
may not engage, directly or indirectly, any outside auditors to perform
any audit, audit-related, tax, or other services, including consulting,without prior approval from the Chief Accounting Officer or Chief
Financial Officer.
20Any employee who is aware or has reason to suspect that persons
within Confluent seek to improperly influence the work of our internalor external auditors or any accounting or finance employees has a
responsibility to report their knowledge promptly to a manager, theChief Accounting Officer, the Chief Legal Officer, our EthicsPoint
hotline, or to the Audit Committee of our Board of Directors.

3. Business Expenses
From time to time, you may incur expenses on behalf of Confluent. We
will reimburse you for the work-related expenses you incur, provided
they comply with Confluent’s Travel and Expense Policy. Amongother requirements, work-related expenses must be reasonable
and submitted on a timely basis. Certain expenses such as regularcommuting expenses are not reimbursable unless otherwise requiredby local law. Expense reports must not be used for procurement
related activity such as paying a vendor; such transactions must beprocessed by the Procurement organization. Note that submitting
expense reports for personal expenses or mischaracterizing items
submitted on an expense report – regardless of the amount involved– is a form of fraud as well as a violation of the Code of Conduct,and can result in termination of employment, actions to recoup any
overpaid amounts, and/or referral to criminal authorities.

211. Confidential and Proprietary Information

Be loyal
Loyal employees safeguard ourintellectual property, are goodstewards of the company’s
resources, and protect thecompany’s reputation and assets.

Integral to Confluent’s business success is our protection ofconfidential company information, as well as nonpublic information
entrusted to us by employees, customers, and other business partners.
Confidential and proprietary information includes things such as ourintellectual property and trade secrets, our marketing and businessdevelopment plans, pricing and financial data, attorney-client
privileged information, customer names and other information, andnon-public information about other companies, including current or
potential supplier and vendors. We will not disclose confidential andnonpublic information without a valid business purpose and proper
authorization.
Please refer to the Data Classification and Handling Standard forthe expectations and requirements for securely handling company
information.

2. Use of Software and Services for Business
Purposes
Employees may only use Confluent authorized and licensed softwareand services to perform Confluent business activities. Employees may
not enter confidential information, personal information (including
customer names or contact information), code, trade secrets or otherintellectual property into tools that are not licensed or approved by
Confluent’s IT, Business Systems, or Information Security teams.
The restriction includes the use of generative artificial intelligence(“AI”) tools in any way that would contradict our security and privacy
policies, create risks to our intellectual property rights, promote
unethical behavior, or violate the law. Confluent may from time to time
approve the use of AI tooling for business applications with carefulconsideration of the security and intellectual property impacts.

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3. Use of Company Resources
Company resources, including time, material and equipment, areprovided for company business use. Employees are expected to protect
company resources, ensure their efficient use, and use them only for
legitimate business purposes. Nonetheless, occasional incidental
personal use, not including use for outside employment, may bepermissible as long as it does not affect job performance or cause a
disruption to the workplace.
Employees and those who represent Confluent are trusted to behave
responsibly and use good judgment to conserve company resources.
Employees may not use our corporate name or any brand name ortrademark owned or associated with Confluent for any personal
purpose. Managers are responsible for the resources assigned to theirdepartments and are empowered to resolve issues concerning theirproper use.
Generally, employees should not use company equipment suchas computers, copiers, and systems to conduct outside businessor support any other organization, except where such activity issponsored by Confluent.

4. Acceptable Use of IT
Confluent will not tolerate the use of company resources to create,
access, store, print, solicit or send any materials that are harassing,threatening, abusive, sexually explicit, or otherwise offensive or
inappropriate. Examples of prohibited use include, but are not limitedto:• Making threatening or harassing statements to other employees,• Soliciting personal business opportunities or personal advertising(e.g., activities involving a for-profit business other than thecompany),• Gambling of any kind, and• Illegally downloading or copying material that is copyrighted orprotected by other intellectual property laws.
Computer viruses pose a significant risk to our company. Employees
are therefore not permitted to use unauthorized software on
any company computer or device without first obtaining specificauthorization from the IT Department. Similarly, information is not
to be downloaded directly from the Internet onto our computer
systems. If you need to download information from the Internet, you
should contact the IT department before introducing the data into oursystem.
For more information on the acceptable use of information technology,
please review our Acceptable Use Policy.

5. Social MediaWe recognize that social media has established itself as an ordinary
part of personal and professional life. We use it to share news and togather information, generate new ideas, and learn. Employees must
always consider the public nature of online posts and communications
and use their best judgment when communicating online. The
Confluent Social Media Policy establishes our standards andexpectations for social media use.

• Transmitting, retrieving, downloading, or storing messages orimages that are offensive, derogatory, defamatory, sexual incontent, or otherwise inappropriate in a business environment(e.g., off-color jokes or gender- or ethnicity- based derogatory
statements, or relating to dating, drugs, weapons or violence),23

Speak up

Each of us is responsible for knowing and adhering to the values
and standards set forth in the Code of Conduct, and for raisingconcerns if there may have been a violation of the Code of Conduct.
We take violations of the Code of Conduct seriously, as they may
cause significant harm to Confluent, our co-workers, customers
and others. Violations of certain laws and regulations referenced
in the Code of Conduct and other Confluent policies could result incostly investigations, material fines, lasting damage to Confluent’s
reputation and even criminal penalties. As a result, violations of theCode of Conduct may be cause for disciplinary action, up to andincluding termination of employment, as well as civil litigation torecoup our losses associated with the violations. In certain cases,
violations of the Code of Conduct may be referred to government
authorities for potential criminal prosecution.
At Confluent, we view raising an ethical concern as protecting
the company and others, not a challenge to authority. Failure toreport potential violations and allowing a bad situation to fester
erodes confidence in the Code of Conduct, our team, and ultimately
the company. It may also increase Confluent’s risk and liability bycompromising and delaying Confluent’s ability to address the problem.
Sometimes it takes courage to do the right thing and report a
potential violation or concern. However, please know that by bringing
potential violations to our attention, you are helping to maintainthe integrity of the company, reducing Confluent’s risk and liability,
maintaining Confluent’s reputation and ability to do business withcustomers, and creating a great workplace for us all. Confluent will not
tolerate retaliation against anyone who reports violations or suspectedviolations of the Code of Conduct or assists in an investigation of areported violation.

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1. Reporting a Potential Violation or Ethical Concern
If you suspect that any employee or other person at Confluent has
violated any laws, rules, regulations, or the Code of Conduct, please
report this violation or potential violation immediately to one of thefollowing:• Your manager, or any member of the executive team,• The Chief Legal Officer at mvinson@confluent.io or the
Employment Legal team at ethics@confluent.io,• Your Chief People Officer or Employee Relations at
employeerelations@confluent.io• Confluent’s EthicsPoint helpline atwww.confluent.ethicspoint.com, which also includes a process
for making an anonymous report.
In addition, if you have a concern that someone has engaged inunethical conduct, you may turn to any of the above resources.
When a report is received, the company will look into the concerns, andwill assign internal employees to investigate the matter, potentiallywith the help of external professionals. It is possible that an individual
reporting the suspected misconduct will be asked to provide additional
information. The company may also ask other individuals involved in or
witness to the reported incident for information.
In all investigations, we will endeavor to keep your identity confidential
and only reveal it where necessary in investigating or remediating
the issues raised. You can report your concerns anonymously throughour EthicsPoint hotline at www.confluent.ethicspoint.com; however,completely anonymous disclosures can be difficult to investigate. If you
choose to report anonymously, EthicsPoint enables us to ask followup questions while preserving your anonymity, and we encourage you
to respond to any inquiries you receive on your anonymous report toenable us to properly investigate the issues raised.

You are not prohibited or limited from filing a charge or complaint with,or otherwise communicating with or participating in any investigationor proceeding conducted by, any federal, state, or local government
agency or commission without giving notice to, or getting permission
from, Confluent. Further, nothing in this Code is intended to limit yourrights under the National Labor Relations Act or local equivalent. In
general, you are also not prohibited from disclosing documents orother information pertaining to Confluent to government agencies in
the course of a government investigation or communication.
However, you should not disclose any Confluent attorney-client
privileged communications or attorney work product (these are
generally communications with an attorney or under the direction of
an attorney in connection with obtaining legal advice or conducting
investigations), unless you are an attorney and disclosure is permitted
under applicable state attorney conduct rules or other applicableregulations or laws. You should take all reasonable precautions toprevent any unauthorized use or disclosure of Confluent confidential
information to any parties other than the government agencies. If you
submit concerns directly to a government agency, we request thatyou send your report or complaint to our Chief Legal Officer prior to
or concurrently with your outside reporting, so that we may properly
investigate and remediate any issues.

2. Investigations
All employees are expected to fully cooperate with internal andexternal investigations, including, but not limited to:• Providing truthful and accurate information to investigators,
including Confluent employees working on the investigation,
third-party investigators, external auditors, and government
regulators or authorities,• Complying with records retention requirements and neveraltering or destroying correspondence, documents, or evidence
relating to an active or possible investigation, and25

• Notifying Legal immediately if you are contacted by agovernment regulator or third party seeking information,
requesting an inspection or investigation, threatening legal
action, or conducting an audit.
Employees who fail to cooperate as described above may be subject todisciplinary action, up to and including termination of employment andpotential referral to government authorities.

3. Anti-Retaliation Policy
As a company, we do not tolerate retaliation. No employee may
retaliate against any person who reports a known or suspectedviolation of the Code of Conduct, law, or any of our company policies
and procedures, or who participates in an open investigation.
Retaliation consists of doing any of the following (among other things)
as punishment for speaking up: demotion, low performance reviews,
transfer or reassignment, change of terms of employment and/or
compensation, harassment, threats, or termination of employment.
Anyone who retaliates against a person for making a good faithreport or for participating in an investigation will be subject to promptand serious disciplinary action, up to and including termination of
employment, and potential referral to government authorities.
Employees who believe they have experienced retaliation should
contact Employee Relations or Legal immediately.

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Waivers andamendments

Any waiver of the Code of Conduct for executive officers (including,where required by applicable laws, our principal executive officer,
principal financial officer, principal accounting officer or controller) or
directors may be authorized only by our Board of Directors or, to theextent permitted by the rules of the exchange on which our Class A
common stock may be traded, a committee of the Board of Directors;
provided that waivers to our Insider Trading Policy may be provided
by our Chief Legal Officer. Any waiver will be reported as required byfederal securities laws and applicable stock exchange rules. Any matter
which has been approved in accordance with the processes set out inor referenced by the Code of Conduct will not be considered a waiver.
We are committed to regularly reviewing and updating our policies
and procedures, including the Code of Conduct. The Code of Conduct
may be amended by our Board of Directors or the Nominating andGovernance Committee; however, non-material amendments (forexample, updates to the whistleblower hotline provider, references to
new or amended policies, or policy locations) may be approved by our
Chief Legal Officer. The most current version of the Code of Conduct
is always available on our website at investors.confluent.io, and we
encourage you to review it periodically to stay aware of any changes.

27

Information
and resources

If you have a question or concern, suspect a possible violation of theCode of Conduct, or wish to discuss a personal situation, there areseveral resources you can reach out to for help, in addition to yourmanager:

Chief Legal Officer
Melanie Vinson
mvinson@confluent.io

Chief People Officer
Head of Employee Relations
Nathan Singer
employeerelations@confluent.io

EthicsPoint Helplinewww.confluent.ethicspoint.com

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