0001441683-17-000054.txt : 20171211
0001441683-17-000054.hdr.sgml : 20171211
20171211161701
ACCESSION NUMBER: 0001441683-17-000054
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171208
FILED AS OF DATE: 20171211
DATE AS OF CHANGE: 20171211
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Novak E Rogers JR
CENTRAL INDEX KEY: 0001292028
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38098
FILM NUMBER: 171249667
MAIL ADDRESS:
STREET 1: 7501 WISCONSIN AVENUE
STREET 2: EAST TOWER SUITE 1380
CITY: BETHESDA
STATE: MD
ZIP: 20814
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Novak Biddle Venture Partners V L P
CENTRAL INDEX KEY: 0001385804
STATE OF INCORPORATION: MD
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38098
FILM NUMBER: 171249666
BUSINESS ADDRESS:
STREET 1: 7501Wisconsin Ave East Tower
STREET 2: Suite 1380
CITY: Bethesda
STATE: MD
ZIP: 20815
BUSINESS PHONE: 2404971910
MAIL ADDRESS:
STREET 1: 7501Wisconsin Ave East Tower
STREET 2: Suite 1380
CITY: Bethesda
STATE: MD
ZIP: 20815
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Novak Biddle Co V, LLC
CENTRAL INDEX KEY: 0001707252
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38098
FILM NUMBER: 171249668
BUSINESS ADDRESS:
STREET 1: 7501 WISCONSIN AVENUE, EAST TOWER
STREET 2: SUITE 1380
CITY: BETHESDA
STATE: MD
ZIP: 20814
BUSINESS PHONE: 240-497-1910
MAIL ADDRESS:
STREET 1: 7501 WISCONSIN AVENUE, EAST TOWER
STREET 2: SUITE 1380
CITY: BETHESDA
STATE: MD
ZIP: 20814
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: APPIAN CORP
CENTRAL INDEX KEY: 0001441683
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 541956084
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 11955 DEMOCRACY DRIVE
STREET 2: SUITE 1700
CITY: RESTON
STATE: VA
ZIP: 20190
BUSINESS PHONE: 703-442-8844
MAIL ADDRESS:
STREET 1: 11955 DEMOCRACY DRIVE
STREET 2: SUITE 1700
CITY: RESTON
STATE: VA
ZIP: 20190
4
1
wf-form4_151302700753251.xml
FORM 4
X0306
4
2017-12-08
0
0001441683
APPIAN CORP
APPN
0001707252
Novak Biddle Co V, LLC
7501 WISCONSIN AVENUE, EAST TOWER
SUITE 1380
BETHESDA
MD
20814
0
0
1
0
0001292028
Novak E Rogers JR
7501 WISCONSIN AVENUE, EAST TOWER
SUITE 1380
BETHESDA
MD
20814
0
0
1
0
0001385804
Novak Biddle Venture Partners V L P
7501 WISCONSIN AVENUE, EAST TOWER
SUITE 1380
BETHESDA
MD
20815
0
0
1
0
Class A Common Stock
2017-12-08
4
C
0
1000000
A
1000000
I
See Footnote
Class A Common Stock
2017-12-08
4
J
0
1000000
0
D
0
I
See Footnote
Class A Common Stock
2017-12-08
4
J
0
334
0
A
334
I
See Footnote
Class A Common Stock
2017-12-08
4
J
0
111
0
A
111
I
See Footnote
Class B Common Stock
2017-12-08
4
C
0
1000000
0
D
Class A Common Stock
1000000.0
8560982
I
See Footnote
Class B Common Stock
Class A Common Stock
1687232.0
1687232
I
See Footnote
Pursuant to the terms of the Class B Common Stock, the Reporting Person converted shares of Class B Common Stock into shares of Class A Common Stock.
Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon (1) any transfer, whether or not for value and whether voluntary or involuntary or by operation of law, except for certain transfers described in the Issuer's certificate of incorporation, including, without limitation, certain transfers for tax and estate planning purposes or (continued to Footnote (3))
(continued from Footnote (2)) (2) the death or disability, as defined in the Issuer's certificate of incorporation, of the applicable Class B common stockholder (or nine months after the date of death or disability if the stockholder is one of the Issuer's founders). In addition, on the first trading day following the date on which the outstanding shares of Class B Common Stock represent less than 10% of the aggregate voting power of the Issuer's then outstanding capital stock, all outstanding shares of Class B Common Stock shall convert automatically into Class A Common Stock, and no additional shares of Class B Common Stock will be issued.
The reported securities are owned directly by Novak Biddle Venture Partners V, L.P. ("NBVPV"). Novak Biddle Company V, LLC ("NBCV") is the general partner of NBVPV. A.G.W. Biddle III and E. Rogers Novak, Jr. (collectively, the "Managing Members") are the managing members of NBCV. Each of NBCV and the Managing Members disclaim beneficial ownership of all the shares owned by the NBVPV and this report shall not be deemed an admission that either is the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interests therein.
Represents a pro rata distribution without additional consideration by NBVPV to its limited partners.
The reported securities are owned directly by Novak Holdings, LLC ("NH"). Mr. Novak is the sole general member of NH.
The reported securities are owned directly by Wells Fargo Bank NA FBO E.R. Novak Jr MGD IRA. Mr. Novak has sole voting and dispositive power of these shares.
The reported securities are owned directly by NBCV. The Managing Members are the managing members of NBCV. The Managing Members disclaim beneficial ownership of all the shares owned by the NBCV and this report shall not be deemed an admission that they are the beneficial owner of such shares for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interests therein.
/s/ Lauren Ackermann, Attorney-in-Fact for Novak Biddle Co V, LLC
2017-12-11
/s/ Lauren Ackermann, Attorney-in-Fact for E. Rogers Novak, Jr.
2017-12-11
/s/ Lauren Ackermann, Attorney-in-Fact for Novak Biddle Venture Partners V, L.P.
2017-12-11