Timothy K. Bliss - 01 Dec 2021 Form 4 Insider Report for APPFOLIO INC (APPF)

Signature
Timothy K. Bliss, By: /s/ Kimberly Shea, Attorney-in-Fact for Timothy K. Bliss
Issuer symbol
APPF
Transactions as of
01 Dec 2021
Net transactions value
$0
Form type
4
Filing time
03 Dec 2021, 19:51:09 UTC
Next filing
10 Dec 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 -3,554,584 -100% $0.000000* 0 01 Dec 2021 Class A Common Stock 3,554,584 $0.000000 By IGSB IVP III, LLC F1, F2, F3
transaction APPF Class B Common Stock Other $0 -993,627 -100% $0.000000* 0 01 Dec 2021 Class A Common Stock 993,627 $0.000000 By IGSB Internal Venture Fund III, LLC F2, F3, F4
transaction APPF Class B Common Stock Other $0 +203,611 +30% $0.000000 881,049 01 Dec 2021 Class A Common Stock 203,611 $0.000000 Direct F2, F3, F5
transaction APPF Class B Common Stock Gift $0 -1,800 -0.33% $0.000000 536,150 12 May 2021 Class A Common Stock 1,800 $0.000000 By Family Trust F2, F3, F6
holding APPF Class B Common Stock 37,600 01 Dec 2021 Class A Common Stock $0.000000 See footnote F2, F3, F7
holding APPF Class B Common Stock 2,200 01 Dec 2021 Class A Common Stock $0.000000 See footnote F2, F3, F8
holding APPF Class B Common Stock 34,016 01 Dec 2021 Class A Common Stock $0.000000 See footnote F2, F3, F8
holding APPF Class B Common Stock 49,016 01 Dec 2021 Class A Common Stock $0.000000 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.