Timothy K. Bliss - Dec 1, 2021 Form 4 Insider Report for APPFOLIO INC (APPF)

Role
Director, 10%+ Owner
Signature
Timothy K. Bliss, By: /s/ Kimberly Shea, Attorney-in-Fact for Timothy K. Bliss
Stock symbol
APPF
Transactions as of
Dec 1, 2021
Transactions value $
$0
Form type
4
Date filed
12/3/2021, 07:51 PM
Next filing
Dec 10, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction APPF Class B Common Stock Other $0 -3.55M -100% $0.00* 0 Dec 1, 2021 Class A Common Stock 3.55M $0.00 By IGSB IVP III, LLC F1, F2, F3
transaction APPF Class B Common Stock Other $0 -994K -100% $0.00* 0 Dec 1, 2021 Class A Common Stock 994K $0.00 By IGSB Internal Venture Fund III, LLC F2, F3, F4
transaction APPF Class B Common Stock Other $0 +204K +30.06% $0.00 881K Dec 1, 2021 Class A Common Stock 204K $0.00 Direct F2, F3, F5
transaction APPF Class B Common Stock Gift $0 -1.8K -0.33% $0.00 536K May 12, 2021 Class A Common Stock 1.8K $0.00 By Family Trust F2, F3, F6
holding APPF Class B Common Stock 37.6K Dec 1, 2021 Class A Common Stock $0.00 See footnote F2, F3, F7
holding APPF Class B Common Stock 2.2K Dec 1, 2021 Class A Common Stock $0.00 See footnote F2, F3, F8
holding APPF Class B Common Stock 34K Dec 1, 2021 Class A Common Stock $0.00 See footnote F2, F3, F8
holding APPF Class B Common Stock 49K Dec 1, 2021 Class A Common Stock $0.00 See footnote F2, F3, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 1, 2021, three investment funds of IGSB IVP III, LLC ("IVP III") were dissolved, resulting in the termination of each of those investment funds and the distribution of an aggregate of 3,554,584 shares of AppFolio Class B Common Stock ("Class B Shares") held by those investment funds, pro-rata to the investors in those investment funds. No consideration was paid by any of those investors for the Class B Shares distributed to them.
F2 Each Class B Share is convertible, at any time at the option of the holder, into one share of Appfolio Class A Common Stock ("Class A Shares"). In addition, Class B Shares that are sold or otherwise transferred will convert automatically, on a one share-for-one share basis, into Class A Shares, except for (i) any transfer by a partnership or limited liability company that was a registered holder of Class B Shares prior to June 30, 2015 that is made to anyone who was a partner or member of any such partnership or limited liability company prior to June 30, 2015, and (ii) any transfer to a "qualified recipient" (as defined in AppFolio's Amended and Restated Certificate of Incorporation).
F3 (Continued from Footnote 2) AppFolio's Class B Shares do not have an expiration date. However, all of the outstanding Class B Shares will convert automatically into Class A Shares, on a one share-for-one share basis, on the date when the number of the Company's outstanding Class B Shares represents less than 10% of the sum of AppFolio's outstanding Class A and Class B Shares.
F4 On December 1, 2021, four investment funds of IGSB Internal Venture Fund III, LLC ("IVF III") were dissolved, resulting in the termination of each of those investment funds and the distribution of an aggregate of 993,627 Class B Shares pro-rata to the investors in those investment funds. No consideration was paid by any of those investors for the Class B Shares distributed to them.
F5 The Reporting Person received a total of 203,611 Class B Shares upon the pro-rata distributions of Class B Shares referenced in footnote 1 and footnote 4 above. No consideration was paid by the Reporting Person for these Class B Shares.
F6 These Class B Shares were donated by the Reporting Person to a charitable organization.
F7 These Class B Shares are owned by a grantor trust established for one of the Reporting Person's adult children. The Reporting Person's spouse is the trustee of that trust and, in that capacity, possesses sole voting and dispositive power over these Class B Shares. However, neither she nor the Reporting Person is a beneficiary of the trust and neither of them has, and they disclaim, any pecuniary interest in these Class B Shares.
F8 These Class B Shares are owned by another grantor trust also established for one of the Reporting Person's adult children. The Reporting Person's spouse is the trustee of that trust and, in that capacity, possesses sole voting and dispositive power over these Class B Shares. However, neither she nor the Reporting Person is a beneficiary of the trust and neither of them has, and they disclaim, any pecuniary interest in these Class B Shares.