SEC Form 4 · accession 0001140361-15-045496

APPFOLIO INC · APPF

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Charles J Keenan IV

10% Owner

Period of report

Dec 21, 2015

Accepted (ET)

Dec 23, 2015 · 4:15 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001433195

Table I — non-derivative securities

No Table I lines on this filing.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F4,F1	—	Dec 21, 2015	J	118,700	A	—	—	Class A Common Stock	118,700	136,519	I
Class B Common Stock^F5,F1	—	Dec 21, 2015	J	14,704	A	—	—	Class A Common Stock	14,704	14,704	I
Class B Common Stock^F6,F1	—	Dec 21, 2015	J	14,704	A	—	—	Class A Common Stock	14,704	14,704	I
Class B Common Stock^F7,F1	—	Dec 21, 2015	J	39,129	A	—	—	Class A Common Stock	39,129	39,129	I
Class B Common Stock^F8,F1	—	Dec 22, 2015	J	19,601	A	—	—	Class A Common Stock	19,601	19,601	D
Class B Common Stock^F9,F1	—	Dec 22, 2015	J	40,524	A	—	—	Class A Common Stock	40,524	58,343	D

Explanation of responses

F1These shares are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis at any time, and the conversion right has no expiration date. All outstanding shares of the Issuer's Class B Common Stock will convert automatically into shares of the Issuer's Class A Common Stock on the date when the number of the outstanding shares of Class B Common Stock represents less than 10% of the sum of the Issuer's outstanding Class A Common Stock and Class B Common Stock. In addition, each share of Class B Common Stock will convert automatically upon any transfer of such shares, except for certain permitted transfers (including certain transfers to partners and/or members of partnerships or LLCs, as the case may be).
F2These shares were acquired in connection with an in-kind, pro-rata distribution from IGSB IVF II, LLC ("IVF") to all of IVF's limited partners for no consideration. Mr. Keenan, as a limited partner of IVF, is not a controlling person of IVF.
F3These shares were acquired in connection with an in-kind, pro-rata distribution from IGSB IVP, LLC ("IVP") to all of IVP's limited partners for no consideration. Mr. Keenan, as a limited partner of IVP, is not a controlling person of IVP.
F4These shares are owned directly by The Charles and Allison Keenan Family Trust, Dated 6/15/09 ("Family Trust") and indirectly by Charles J. Keenan, IV ("Mr. Keenan") as Trustee of the Family Trust.
F5These shares are owned directly by the Charles James Keenan V Trust, Dated 12/15/09 ("Keenan V Trust") and indirectly by Mr. Keenan as a Co-Trustee of the Keenan V Trust.
F6These shares are owned directly by the Brody Edward Keenan Trust, Dated 12/15/09 ("Brody Trust") and indirectly by Mr. Keenan as a Co-Trustee of the Brody Trust.
F7These shares are owned directly by the Charles J. Keenan IV Millennium Trust ("Millennium Trust") and indirectly by Mr. Keenan as a beneficiary of the Millennium Trust.
F8These shares are owned directly by Mr. Keenan and are held in the Charles J. Keenan IV IRA.
F9These shares are owned directly by Mr. Keenan and are held in the Charles J. Keenan IV Roth IRA.