SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Abdiel Capital Advisors, LP

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
APPIAN CORP [ APPN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/29/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 07/29/2024 P 144,442 A $37.76(1) 7,800,289 I By Abdiel Qualified Master Fund, LP(2)
Class A Common Stock 07/29/2024 P 5,558 A $37.76(1) 7,805,847 I By Abdiel Capital, LP(2)
Class A Common Stock 07/30/2024 P 29 A $35.95 7,805,876 I By Abdiel Qualified Master Fund, LP(2)
Class A Common Stock 07/30/2024 P 1 A $35.95 7,805,877 I By Abdiel Capital, LP(2)
Class A Common Stock 07/30/2024 P 57,152 A $36.75(3) 7,863,029 I By Abdiel Qualified Master Fund, LP(2)
Class A Common Stock 07/30/2024 P 2,199 A $36.75(3) 7,865,228 I By Abdiel Capital, LP(2)
Class A Common Stock 07/30/2024 P 83,892 A $37.12(4) 7,949,120 I By Abdiel Qualified Master Fund, LP(2)
Class A Common Stock 07/30/2024 P 3,227 A $37.12(4) 7,952,347 I By Abdiel Capital, LP(2)
Class A Common Stock 07/30/2024 P 3,370 A $38.19(5) 7,955,717 I By Abdiel Qualified Master Fund, LP(2)
Class A Common Stock 07/30/2024 P 130 A $38.19(5) 7,955,847 I By Abdiel Capital, LP(2)
Class A Common Stock 07/31/2024 P 144,892 A $36.73(6) 8,100,739 I By Abdiel Qualified Master Fund, LP(2)
Class A Common Stock 07/31/2024 P 5,108 A $37.03(7) 8,105,847 I By Abdiel Qualified Master Fund, LP(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Abdiel Capital Advisors, LP

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Abdiel Qualified Master Fund LP

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Abdiel Capital LP

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Abdiel Partners, LLC

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Abdiel Capital Management, LLC

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Moran Colin T.

(Last) (First) (Middle)
C/O ABDIEL CAPITAL
90 PARK AVENUE, 29TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The price reported for the Common Stock is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $37.41 to $38.33. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
2. The share numbers in Column 5 represent the aggregated holdings of Abdiel Qualified Master Fund, LP ("AQMF"), Abdiel Capital, LP ("ACLP") and Abdiel Partners, LLC ("APLLC"). Abdiel Capital Advisors, LP serves as the investment manager of AQMF, ACLP and APLLC. Abdiel Capital Management, LLC is the general partner of AQMF and ACLP. Colin T. Moran is the managing member of Abdiel Capital Management, LLC and Abdiel Capital Partners, LLC, which is the general partner of Abdiel Capital Advisors, LP and the managing member of APLLC. By virtue of the foregoing relationships, Mr. Moran and Abdiel Capital Advisers LP may be deemed to beneficially own the securities held by AQMF, ACLP and APLLC, and Abdiel Capital Management LLC may be deemed to beneficially own the securities held by AQMF and ACLP. Each Reporting Person disclaims beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein.
3. The price reported for the Common Stock is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $36.19 to $36.995. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
4. The price reported for the Common Stock is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $37.00 to $37.99. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
5. The price reported for the Common Stock is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $38.00 to $38.48. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
6. The price reported for the Common Stock is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $36.16 to $36.99. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
7. The price reported for the Common Stock is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $37.00 to $37.19. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
By: /s/ Colin T. Moran as managing member of Abdiel Capital Partners, LLC, general partner of Abdiel Capital Advisors, LP 07/31/2024
By: /s/ Colin T. Moran as managing member of Abdiel Capital Management, LLC, general partner of Abdiel Qualified Master Fund, LP 07/31/2024
By: /s/ Colin T. Moran as managing member of Abdiel Capital Management, LLC, general partner of Abdiel Capital, LP 07/31/2024
By: /s/ Colin T. Moran as managing member of Abdiel Capital Partners, LLC, managing member of Abdiel Partners, LLC 07/31/2024
By: /s/ Colin T. Moran as managing member of Abdiel Capital Management, LLC 07/31/2024
By: /s/ Colin T. Moran, individually 07/31/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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