Rohan Sivaram - Chief Financial Officer | Confluent (CFLT) Executive Profile & Compensation

About Rohan Sivaram

Rohan Sivaram is Confluent’s Chief Financial Officer (CFO), serving since August 16, 2023; he was 46 as of March 31, 2025, and previously served as SVP and VP of Finance, Strategy & Business Operations at Confluent (2020–2023) . He holds a B.Com. from St. Xavier’s College and an MBA from Northwestern University’s Kellogg School of Management . In May 2024, he was also designated Confluent’s principal accounting officer, signaling expanded oversight of financial reporting . Under his finance leadership, Confluent’s revenue grew year-over-year while EBITDA losses narrowed in FY 2024 vs FY 2023 (see Company Performance table below). Values retrieved from S&P Global.*

Company Performance	FY 2023	FY 2024
Revenue ($)	776,952,000*	963,642,000*
EBITDA ($)	-430,009,000*	-399,458,000*

*Values retrieved from S&P Global.

Past Roles

Organization	Role	Years	Strategic impact
Confluent	Chief Financial Officer	Aug 16, 2023–present	Appointed by Board; later designated principal accounting officer (May 6, 2024) .
Confluent	SVP, Finance, Strategy & Business Operations	Jul 2021–Aug 2023	Led finance/strategy functions pre-CFO .
Confluent	VP, Finance, Strategy & Business Operations	Oct 2020–Jun 2021	Built finance/ops capabilities ahead of CFO transition .
Palo Alto Networks	SVP, Head of Finance	2019–2020	Senior finance leadership; prior progressive VP roles since 2014 .
Palo Alto Networks	VP roles (Head of Finance; Corporate Finance & Treasury)	2014–2019	Scaled finance during growth phase .
McKesson; Symantec (acq. by Broadcom); HSBC; Morgan Stanley	Various roles	n/d	Early career finance/operating roles .

Fixed Compensation

Year	Base salary ($)	Target bonus (% of salary)	Effective-date notes
2023	410,000	60%	Promotion effective Aug 16, 2023 .
2024	445,000	60%	Increase effective Mar 1, 2024 .
2025	475,000	75%	Effective Jan 1, 2025 .

Annual bonus outcomes	2023	2024
Executive plan target ($)	93,008 (prorated)	267,000
Executive plan payout (%)	105%	97.5%
Executive plan paid ($)	97,659	260,325
Employee plan target ($)	116,008 (prorated)	N/A
Employee plan paid ($)	116,008	N/A
Total non-equity incentive ($)	213,667	260,325

Performance Compensation

Annual incentive mechanics	Metric	Weight	Target	Actual	Payout
FY 2023 executive bonus plan	Subscription revenue	75%	$718.3m	$729.1m	Factorized to aggregate 105% payout approved .
	Non-GAAP operating loss	25%	$(90.4)m	$(57.3)m	Factorized to aggregate 105% payout approved .
FY 2024 executive bonus plan	Subscription revenue	100%	~ $934m	~ $922m	97.5% of target bonus paid .

Notes:

2023 plan paid above target at 105% despite committee discretion reducing payout vs financials-alone outcome .
2024 plan used a single topline metric (subscription revenue) with threshold 90% (77.5% payout) and max 120% (167.5% payout) .

Equity Awards (grants and vesting)

Grant date	Instrument	Shares/Units	Grant-date fair value ($)	Vesting schedule
Feb 27, 2023	RSU	24,357	586,273	Quarterly over 2 years
Aug 28, 2023	RSU (CFO promotion)	162,541	5,173,680	~10% in 2 equal qtrly installments starting Nov 20, 2023; ~28% in 4 equal qtrly installments starting May 20, 2024; remainder in 4 equal qtrly installments starting May 20, 2025
Feb 26, 2024	RSU (annual)	280,542	9,325,216	Equal quarterly installments over 36 months

Company emphasizes RSUs (no PSUs/options granted in 2024 to NEOs), aligning with peers and reducing dilution; hedging/pledging prohibited; no excise tax gross-ups; limited perquisites .

Equity Ownership & Alignment

Beneficial ownership (as of)	Class A shares	Class B shares	Options exercisable within 60 days	RSUs settling within 60 days	% of total voting power
Mar 31, 2024	143,663	152,626	147,813	37,250 (Class A) + 4,813 (Class B)	<1% (“*”)
Mar 31, 2025	222,805	96,626	91,813	50,369 (Class A) + 4,813 (Class B)	<1% (“*”)

Footnotes (ownership composition):

2024: Includes 106,413 Class A held by a living trust; RSUs and options as detailed in footnote (3) .
2025: Includes 172,436 Class A in a living trust; option/RSU settlement amounts within 60 days as detailed in footnote (3) .

Outstanding equity awards (Rohan Sivaram) as of Dec 31, 2024	Unvested units/shares	Market value at 12/31/2024 ($27.96)	Vesting terms
RSUs (Feb 26, 2024)	210,407	$5,882,980	12 equal quarterly installments post Feb 20, 2024 .
RSUs (Aug 28, 2023)	123,397	$3,450,180	Staggered tranches in 2023–2025 as described above .
RSUs (Feb 28, 2022)	13,128	$367,059	16 equal quarterly installments post Feb 20, 2022 .
RSUs (Feb 27, 2023)	3,045	$85,138	8 equal quarterly installments post Feb 20, 2023 .
RSUs (May 27, 2021)	7,125	$199,215	16 equal quarterly installments post May 20, 2021 .
RSUs (May 27, 2021)	2,500	$69,900	16 equal quarterly installments post May 20, 2021 .
Stock option (Oct 29, 2020)	147,813 exercisable	—	Exercise price $7.34; expires Oct 28, 2030; fully vested by Dec 31, 2024 .

Option exercises and stock vested	2023	2024
RSU shares vested (#)	45,385	154,459
Value realized on vesting ($)	1,195,822	4,368,216

Policy alignment:

Prohibition on hedging and pledging of Confluent stock .
Executive stock ownership guidelines are maintained (no individual compliance detail disclosed) .

Employment Terms

Status and start: CFO effective Aug 16, 2023; at-will employment; promotion letter confirms base/bonus structure and equity grant .
Also designated principal accounting officer effective May 6, 2024 .

Severance and change-in-control economics:

Plan	Scenario	Cash severance	Bonus	COBRA	Equity acceleration
2024 Severance Plan (in effect on 12/31/2024)	Involuntary termination (non-CIC)	6 months base salary	—	Up to 6 months	—
2024 Severance Plan	CIC termination (3 months pre–12 months post CIC)	6 months base salary	50% of target annual bonus	Up to 6 months	50% of outstanding unvested equity
Amended Severance Plan (adopted Feb 12, 2025)	Involuntary termination (non-CIC)	6 months base salary (non-CEO E-Staff)	—	Up to 6 months	—
Amended Severance Plan (Feb 12, 2025)	CIC termination (3 months pre–12 months post CIC)	12 months base salary (non-CEO E-Staff)	100% of target annual bonus	Up to 12 months	100% of outstanding unvested time-vesting equity

2024 proxy provides estimated payout tables; for R. Sivaram: non-CIC total $222,637; CIC total $5,383,373 (assumes Dec 31, 2024 event; includes equity at $27.96) .
No excise tax gross-ups; limited or no executive perquisites .
8-K appointment disclosure indicates no related-party transactions requiring disclosure (Item 404) .

Investment Implications

Pay-for-performance alignment: Annual bonus outcomes tied to subscription revenue and (in 2023) non-GAAP operating losses, with clear payout curves; 2024 focused on topline only and paid at 97.5% of target, signaling discipline yet achievable goals .
Retention and selling pressure: Significant ongoing RSU vesting cadence (154,459 RSUs vested in 2024; $4.37m value realized) suggests a predictable quarterly supply over the next 1–2 years; options are fully vested and could be exercised opportunistically .
Change-in-control economics tightened toward market: February 2025 amendment increased CIC protection for non-CEO E-Staff to 12 months base, 100% target bonus, and 100% time-vesting equity acceleration—improves retention in strategic scenarios but raises potential parachute optics .
Alignment safeguards: Prohibition on hedging/pledging and stock ownership guidelines mitigate misalignment risks; no tax gross-ups and limited perqs are shareholder-friendly .
Execution track record: Company communications highlight Sivaram’s role in Confluent’s IPO/public-company maturation; in FY 2024, revenue rose and EBITDA losses narrowed vs FY 2023, consistent with an efficiency narrative under his finance stewardship . Values retrieved from S&P Global.*