SC 13G/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Apptio, Inc.

(Name of Issuer)

Class A Common Stock, $0.0001 par value

(Title of Class of Securities)

03835C108

(CUSIP Number)

December 31, 2017

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 03835C108

1.	Names of Reporting Persons. Shasta Ventures, L.P.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ☐        (b)  ☒
3.	SEC Use Only
4.	Citizenship or Place of Organization Delaware
Number of Shares  Beneficially  Owned by Each Reporting Person With:		5.	Sole Voting Power 1,484,862 shares, except that Shasta Ventures GP, LLC, as the general partner of Shasta Ventures, L.P., may be deemed to have power to vote these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to vote these shares.
		6.	Shared Voting Power See response to Row 5.
		7.	Sole Dispositive Power 1,484,862 shares, except that Shasta Ventures GP, LLC, as the general partner of Shasta Ventures, L.P., may be deemed to have power to dispose of these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to dispose of these shares.
		8.	Shared Dispositive Power See response to Row 7.
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,484,862 (1)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐
11.	Percent of Class Represented by Amount in Row (9) 6.0% (2) (3)
12.	Type of Reporting Person PN

Page 2 of 15

(1) The Reporting Persons are deemed to beneficially own such shares as a result of beneficial ownership of 1,484,862 shares of the Issuer’s Class B Common Stock, which are convertible into shares of Class A Common Stock at a 1:1 ratio at the holder’s election.

(2) Based on 23,087,064 shares of Class A Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, plus 1,484,862 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2017, which are treated as converted into Class A Common Stock for the purpose of computing the percentage ownership of the Reporting Persons.

(3) The 1,484,862 shares of Class B Common Stock held by the Reporting Persons represent 3.7% of the Issuer’s outstanding Common Stock, based on an aggregate of 40,388,495 shares of Class A and Class B Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, and represent 7.6% of the combined voting power of the Class A and Class B Common Stock.

Page 3 of 15

CUSIP No. 03835C108

1.	Names of Reporting Persons. Shasta Ventures GP, LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ☐        (b)  ☒
3.	SEC Use Only
4.	Citizenship or Place of Organization Delaware
Number of Shares  Beneficially  Owned by Each Reporting Person With:		5.	Sole Voting Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to vote these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to vote these shares.
		6.	Shared Voting Power See response to Row 5.
		7.	Sole Dispositive Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to dispose of these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to dispose of these shares.
		8.	Shared Dispositive Power See response to Row 7.
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,484,862 (1)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐
11.	Percent of Class Represented by Amount in Row (9) 6.0% (2) (3)
12.	Type of Reporting Person OO (limited liability company)

Page 4 of 15

(1) The Reporting Persons are deemed to beneficially own such shares as a result of beneficial ownership of 1,484,862 shares of the Issuer’s Class B Common Stock, which are convertible into shares of Class A Common Stock at a 1:1 ratio at the holder’s election.

(2) Based on 23,087,064 shares of Class A Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, plus 1,484,862 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2017, which are treated as converted into Class A Common Stock for the purpose of computing the percentage ownership of the Reporting Persons.

(3) The 1,484,862 shares of Class B Common Stock held by the Reporting Persons represent 3.7% of the Issuer’s outstanding Common Stock, based on an aggregate of 40,388,495 shares of Class A and Class B Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, and represent 7.6% of the combined voting power of the Class A and Class B Common Stock.

Page 5 of 15

CUSIP No. 03835C108

1.	Names of Reporting Persons. Tod Francis
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ☐        (b)  ☒
3.	SEC Use Only
4.	Citizenship or Place of Organization United States of America
Number of Shares  Beneficially  Owned by Each Reporting Person With:		5.	Sole Voting Power 0
		6.	Shared Voting Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to vote these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to vote these shares. Francis disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein.
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to dispose of these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to dispose of these shares. Francis disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein.
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,484,862 (1)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐
11.	Percent of Class Represented by Amount in Row (9) 6.0% (2) (3)
12.	Type of Reporting Person IN

Page 6 of 15

(1) The Reporting Persons are deemed to beneficially own such shares as a result of beneficial ownership of 1,484,862 shares of the Issuer’s Class B Common Stock, which are convertible into shares of Class A Common Stock at a 1:1 ratio at the holder’s election.

(2) Based on 23,087,064 shares of Class A Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, plus 1,484,862 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2017, which are treated as converted into Class A Common Stock for the purpose of computing the percentage ownership of the Reporting Persons.

(3) The 1,484,862 shares of Class B Common Stock held by the Reporting Persons represent 3.7% of the Issuer’s outstanding Common Stock, based on an aggregate of 40,388,495 shares of Class A and Class B Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, and represent 7.6% of the combined voting power of the Class A and Class B Common Stock.

Page 7 of 15

CUSIP No. 03835C108

1.	Names of Reporting Persons. Robert Coneybeer
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ☐        (b)  ☒
3.	SEC Use Only
4.	Citizenship or Place of Organization United States of America
Number of Shares  Beneficially  Owned by Each Reporting Person With:		5.	Sole Voting Power 0
		6.	Shared Voting Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to vote these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to vote these shares. Coneybeer disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein.
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to dispose of these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to dispose of these shares. Coneybeer disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein.
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,484,862 (1)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐
11.	Percent of Class Represented by Amount in Row (9) 6.0% (2) (3)
12.	Type of Reporting Person IN

Page 8 of 15

(1) The Reporting Persons are deemed to beneficially own such shares as a result of beneficial ownership of 1,484,862 shares of the Issuer’s Class B Common Stock, which are convertible into shares of Class A Common Stock at a 1:1 ratio at the holder’s election.

(2) Based on 23,087,064 shares of Class A Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, plus 1,484,862 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2017, which are treated as converted into Class A Common Stock for the purpose of computing the percentage ownership of the Reporting Persons.

(3) The 1,484,862 shares of Class B Common Stock held by the Reporting Persons represent 3.7% of the Issuer’s outstanding Common Stock, based on an aggregate of 40,388,495 shares of Class A and Class B Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, and represent 7.6% of the combined voting power of the Class A and Class B Common Stock.

Page 9 of 15

CUSIP No. 03835C108

1.	Names of Reporting Persons. Ravi Mohan
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ☐        (b)  ☒
3.	SEC Use Only
4.	Citizenship or Place of Organization United States of America
Number of Shares  Beneficially  Owned by Each Reporting Person With:		5.	Sole Voting Power 30,000 shares that Ravi Mohan has the right to acquire from the issuer within sixty days of December 31, 2017 pursuant to the exercise of option awards. In accordance with the internal policies of Shasta Ventures, the options held by Mohan must be held for the benefit of Shasta Ventures and its affiliates. Mohan disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. Mohan holds an additional 3,994 shares as a result of distributions by Shasta Ventures L.P., in which Mohan is a limited partner.
		6.	Shared Voting Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to vote these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to vote these shares. Mohan disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein.
		7.	Sole Dispositive Power 30,000 shares that Ravi Mohan has the right to acquire from the issuer within sixty days of December 31, 2017 pursuant to the exercise of option awards. In accordance with the internal policies of Shasta Ventures, the options held by Mohan must be held for the benefit of Shasta Ventures and its affiliates. Mohan disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. Mohan holds an additional 3,994 shares as a result of distributions by Shasta Ventures L.P., in which Mohan is a limited partner.
		8.	Shared Dispositive Power 1,484,862 shares, all of which are held by Shasta Ventures, L.P. Shasta Ventures GP, LLC, as the general partner of Shasta Ventures L.P., may be deemed to have power to dispose of these shares, and Ravi Mohan, a member of the board of directors, Tod Francis, and Robert Coneybeer, the managing members of Shasta Ventures GP, LLC, may be deemed to have shared power to dispose of these shares. Mohan disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein.
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,518,856 (1)
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐
11.	Percent of Class Represented by Amount in Row (9) 6.2% (2) (3)
12.	Type of Reporting Person IN

Page 10 of 15

(1) The Reporting Persons are deemed to beneficially own such shares as a result of beneficial ownership of 1,488,856 shares of the Issuer’s Class B Common Stock and options to purchase 30,000 shares of the Issuer’s Class B Common Stock exercisable within sixty days of December 31, 2017, all of which are convertible into shares of Class A Common Stock at a 1:1 ratio at the holder’s election.

(2) Based on 23,087,064 shares of Class A Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, plus 1,484,862 shares of the Issuer’s Class B Common Stock held by the Reporting Persons as of December 31, 2017, which are treated as converted into Class A Common Stock for the purpose of computing the percentage ownership of the Reporting Persons, 3,994 shares of Class A Common Stock held by Mohan, and 30,000 shares of Class B Common Stock that Mohan has the right to acquire from the issuer within sixty days of December 31, 2017.

(3) The 1,518,856 shares held by the Reporting Persons represent 3.8% of the Issuer’s outstanding Common Stock, based on an aggregate of 40,388,495 shares of Class A and Class B Common Stock outstanding as of October 26, 2017, as reported in the Form 10-Q filed by the Issuer on October 31, 2017, and including options to purchase 30,000 shares of the Issuer’s Class B Common Stock exercisable within sixty days of December 31, 2017, and represent 7.7% of the combined voting power of the Class A and Class B Common Stock.

Page 11 of 15

Item 1(a) Name of Issuer:

Apptio, Inc.

Item 1(b) Address of Issuer’s Principal Executive Offices:

11100 NE 8^th Street, Suite 600

Bellevue, WA 98004

Item 2 (a) Name of Person Filing:

(1) Shasta Ventures, L.P., (2) Shasta Ventures GP, LLC, (3) Tod Francis, (4) Robert Coneybeer, and (5) Ravi Mohan. Each of the individuals and entities above shall be referred to individually as a “Reporting Person” and collectively as the “Reporting Persons.”

Tod Francis, Robert Coneybeer, and Ravi Mohan, a member of the board of directors, are the managing members of Shasta Ventures GP, LLC.

Item 2 (b) Address of Principal Business Office or, if none, Residence:

The business address of each of the Reporting Persons is:

2440 Sand Hill Road, Suite 300

Menlo Park, CA 94025

Item 2 (c) Citizenship:

Shasta Ventures GP, LLC is a Delaware limited liability company. Shasta Ventures, L.P. is a Delaware limited partnership. Each of Tod Francis, Robert Coneybeer, and Ravi Mohan is a citizen of the United States of America.

Item 2 (d) Title of Class of Securities:

Class A Common Stock, $0.0001 par value per share

Item 2 (e) CUSIP Number:

03835C108

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)	☐	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)	☐	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)	☐	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)	☐	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e)	☐	An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E);
(f)	☐	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)	☐	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
(h)	☐	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	☐	A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
(k)	☐	Group, in accordance with §240.13d–1(b)(1)(ii)(K).
	☐	If this statement is filed pursuant to Rule 13d-1(c), check this box.

Page 12 of 15

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned:

See Row 9 of cover page for each Reporting Person

(b) Percent of class:

See Row 11 of cover page for each Reporting Person.

(c) Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote:

See Row 5 of cover page for each Reporting Person.

(ii) Shared power to vote or to direct the vote:

See Row 6 of cover page for each Reporting Person.

(iii) Sole power to dispose or to direct the disposition of:

See Row 7 of cover page for each Reporting Person.

(iv) Shared power to dispose or to direct the disposition of:

See Row 8 of cover page for each Reporting Person.

Item 5. Ownership of Five Percent or Less of a Class

Not applicable.

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Under certain circumstances set forth in the limited partnership agreement of Shasta Ventures, L.P., and the limited liability company agreement of Shasta Ventures GP, LLC, the managing partners or members of such entity may be deemed to have the right to receive dividends from, or the proceeds of sale from, the shares of the Issuer held by each such entity of which they are a partner or member, as applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

Item 8. Identification and Classification of Members of the Group

Not applicable.

Page 13 of 15

Item 9. Notice of Dissolution of Group

Not applicable.

Item 10. Certification

Not applicable.

Page 14 of 15

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

SHASTA VENTURES, L.P.
By:	/s/ Ravi Mohan
Ravi Mohan
Its Authorized Signatory
Date: February 14, 2018
SHASTA VENTURES GP, LLC
By:	/s/ Ravi Mohan
Ravi Mohan
Its Authorized Signatory
Date: February 14, 2018
TOD FRANCIS
/s/ Tod Francis
Date: February 14, 2018
ROBERT CONEYBEER
/s/ Robert Coneybeer
Date: February 14, 2018
RAVI MOHAN
/s/ Ravi Mohan
Date: February 14, 2018

Page 15 of 15

EX-99.1

Exhibit 1

Joint Filer Agreement and Power of Attorney

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended (the “1934 Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any amendments thereto) with respect to the Class A common stock, par value $0.0001 per share, of Apptio, Inc. The undersigned further consent and agree to the inclusion of this Agreement as an Exhibit to such Schedule 13G. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

Each of the undersigned hereby irrevocably constitute and appoint Ravi Mohan as agent and attorney-in-fact, with full power of substitution, with respect to the power and authority on behalf of each of the undersigned to execute and file, or cause to be executed or filed, any documents required to be filed by Section 13 of the 1934 Act and to execute any documents in connection with each of the undersigned’s purchase of the securities to which the Statement on Schedule 13G relates.

IN WITNESS WHEREOF, the undersigned have executed this agreement as of February 14, 2018.

SHASTA VENTURES, L.P.
By:	/s/ Ravi Mohan
Ravi Mohan
Its Authorized Signatory
SHASTA VENTURES GP, LLC
By:	/s/ Ravi Mohan
Ravi Mohan
Its Authorized Signatory
TOD FRANCIS
/s/ Tod Francis
ROBERT CONEYBEER
/s/ Robert Coneybeer
RAVI MOHAN
/s/ Ravi Mohan