SEC Form 4 · accession 0001140361-16-051855

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 23, 2015

Accepted (ET)

Feb 11, 2016 · 6:12 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001433195

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
CLASS A COMMON STOCK^F1,F2	Dec 23, 2015	C	17,819	$0.00	A	17,819	I	By Trust
CLASS A COMMON STOCK^F1,F2	Dec 24, 2015	C	118,700	$0.00	A	136,519	I	By Trust
CLASS A COMMON STOCK^F1,F3	Dec 28, 2015	C	14,704	$0.00	A	14,704	I	By Trust
CLASS A COMMON STOCK^F1,F4	Dec 28, 2015	C	14,704	$0.00	A	14,704	I	By Trust
CLASS A COMMON STOCK^F1,F5	Dec 28, 2015	C	39,129	$0.00	A	39,129	I	By Trust
CLASS A COMMON STOCK^F6	Feb 10, 2016	C	19,601	$0.00	A	19,601	D
CLASS A COMMON STOCK^F7	Feb 10, 2016	C	58,343	$0.00	A	58,343	D
CLASS A COMMON STOCK^F8	holding	—	—		—	1,050,000	I	By Partnership

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^F10,F9	—	Dec 23, 2015	C	17,819	D	—	—	CLASS A COMMON STOCK	17,819	118,700	I
CLASS B COMMON STOCK^F10,F9	—	Dec 24, 2015	C	118,700	D	—	—	CLASS A COMMON STOCK	118,700	0	I
CLASS B COMMON STOCK^F11,F9	—	Dec 28, 2015	C	14,704	D	—	—	CLASS A COMMON STOCK	14,704	0	I
CLASS B COMMON STOCK^F12,F9	—	Dec 28, 2015	C	14,704	D	—	—	CLASS A COMMON STOCK	14,704	0	I
CLASS B COMMON STOCK^F13,F9	—	Dec 28, 2015	C	39,129	D	—	—	CLASS A COMMON STOCK	39,129	0	I
CLASS B COMMON STOCK^F14,F9	—	Feb 10, 2016	C	19,601	D	—	—	CLASS A COMMON STOCK	19,601	0	D
CLASS B COMMON STOCK^F15,F9	—	Feb 10, 2016	C	58,343	D	—	—	CLASS A COMMON STOCK	58,343	0	D

Explanation of responses

F1The conversion pursuant to which these shares were acquired was not previously reported on a Form 4. These shares were also omitted from two Forms 4 filed by the reporting person after the conversion occurred, which forms were filed on January 8, 2016 and January 28, 2016.
F10These shares were owned directly by the Family Trust and indirectly by Mr. Keenan as a Co-Trustee of the Family Trust.
F11These shares were owned directly by the Keenan V Trust and indirectly by Mr. Keenan as a Co-Trustee of the Keenan V Trust.
F12These shares were owned directly by the Brody Trust and indirectly by Mr. Keenan as a Co-Trustee of the Brody Trust.
F13These shares were owned directly by the Millennium Trust and indirectly by Mr. Keenan as a beneficiary of the Millennium Trust.
F14These shares were owned directly by Mr. Keenan and were held in the Keenan IRA.
F15These shares were owned directly by Mr. Keenan and were held in the Keenan Roth IRA.
F2These 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 a Co-Trustee of the Family Trust.
F3These 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.
F4These 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.
F5These 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.
F6These shares are owned directly by Mr. Keenan and are held in the Charles J. Keenan IV IRA ("Keenan IRA").
F7These shares are owned directly by Mr. Keenan and are held in the Charles J. Keenan IV Roth IRA ("Keenan Roth IRA").
F8These shares are held directly by Keenan Capital Fund, LP ("KCF"). Keenan Capital GP, LLC, the general partner of KCF with voting and investment authority over the shares held by KCF, delegates such authority to Keenan Capital, LLC ("Keenan Capital"), the manager of KCF. As sole owner and Manager of Keenan Capital, Mr. Keenan may be deemed to be the indirect beneficial owner of the shares held by KCF.
F9These shares were convertible into shares of Class A Common Stock at any time on a one-for-one basis, and the conversion right had no expiration date.