SEC Form 4 · accession 0001140361-17-035247
Alteryx, Inc. · AYX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jayendra Das
Director · 10% Owner
Period of report
Sep 12, 2017
Accepted (ET)
Sep 12, 2017 · 6:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001689923
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Sep 12, 2017 | C | 5,100,000 | — | A | 5,100,000 | I | By Sapphire Ventures Fund I, L.P. |
| Class A Common StockF2 | Sep 12, 2017 | S | 5,100,000 | $20.2406 | D | 0 | I | By Sapphire Ventures Fund I, L.P. |
| Class A Common StockF3,F4 | holding | — | — | — | 10,714 | D |
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 StockF1,F5,F2 | — | Sep 12, 2017 | C | 5,100,000 | D | — | — | Class A Common Stock | 5,100,000 | 1,092,283 | I |
Explanation of responses
- F1Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the transfer, whether or not for value, to any transferee who is not a "Permitted Transferee", as defined in the Issuer's Restated Certificate of Incorporation in effect as of the date hereof. The shares of Class B Common Stock have no expiration date.
- F2Held directly by Sapphire Ventures Fund I, L.P. ("Sapphire LP"). The Reporting Person is a managing member of Sapphire Ventures (GPE) I, L.L.C., the general partner of Sapphire LP, and as such shares voting and dispositive power with regard to the shares directly held by Sapphire LP. The Reporting Person disclaims beneficial ownership over such shares, except to the extent of any pecuniary interest therein.
- F3Represents an award of restricted stock units ("RSUs"). The RSUs vest as to 100% of the shares at the earlier date of: (i) the Issuer's 2018 Annual Meeting of Stockholders or (ii) March 24, 2018. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration. Shares of the Issuer's Class A Common Stock will be delivered to the Reporting Person following vesting.
- F4Under Sapphire Ventures (GPE) I, LLC's ("Sapphire") operating agreement, the Reporting Person is deemed to hold the common stock for the benefit of Sapphire. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
- F5Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the earliest to occur of the following: (a) the date specified by a vote of the holders of 66 2/3% of the outstanding shares of Class B Common Stock, (b) March 29, 2027, and (c) the date the shares of Class B Common Stock cease to represent at least 10% of all outstanding shares of Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.