0001209191-18-053297.txt : 20181002 0001209191-18-053297.hdr.sgml : 20181002 20181002171632 ACCESSION NUMBER: 0001209191-18-053297 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180928 FILED AS OF DATE: 20181002 DATE AS OF CHANGE: 20181002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Biddle Albert G.W. III CENTRAL INDEX KEY: 0001707248 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38098 FILM NUMBER: 181102516 MAIL ADDRESS: STREET 1: 11955 DEMOCRACY DRIVE STREET 2: SUITE 1700 CITY: RESTON STATE: VA ZIP: 20190 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 doc4.xml FORM 4 SUBMISSION X0306 4 2018-09-28 0 0001441683 APPIAN CORP APPN 0001707248 Biddle Albert G.W. III 11955 DEMOCRACY DRIVE SUITE 1700 RESTON VA 20190 1 0 1 0 Class A Common Stock 2018-09-28 4 C 0 42054 A 42054 I See Footnote Class A Common Stock 2018-09-28 4 J 0 42054 0.00 D 0 I See Footnote Class A Common Stock 2018-09-28 4 C 0 2668834 A 2668834 I See Footnote Class A Common Stock 2018-09-28 4 J 0 2668834 0.00 D 0 I See Footnote Class A Common Stock 2018-09-28 4 J 0 2375 0.00 A 5167 I See Footnote Class A Common Stock 2018-10-01 4 A 0 528 0.00 A 4925 D Class B Common Stock 2018-09-28 4 C 0 42054 0.00 D Class A Common Stock 42054 658852 I See Footnote Class B Common Stock 2018-09-28 4 J 0 296133 0.00 D Class A Common Stock 296133 362719 I See Footnote Class B Common Stock 2018-09-28 4 J 0 106012 0.00 A Class A Common Stock 106012 257308 I See Footnote Class B Common Stock 2018-09-28 4 J 0 14018 0.00 A Class A Common Stock 14018 33745 I See Footnote Class B Common Stock 2018-09-28 4 J 0 14018 0.00 A Class A Common Stock 14018 33745 I See Footnote Class B Common Stock 2018-09-28 4 J 0 14018 0.00 A Class A Common Stock 14018 33745 I See Footnote Class B Common Stock 2018-09-28 4 C 0 2668834 0.00 D Class A Common Stock 2668834 1383232 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 Company V, LLC ("NBCV"). A.G.W. Biddle III and E. Rogers Novak, Jr. (collectively, the "Managing Members") are the managing members of NBCV. The Managing Members disclaim beneficial ownership of all the shares owned by 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. Represents a pro rata distribution without additional consideration by NBCV to its partners. The reported securities are owned directly by Novak Biddle Venture Partners V, L.P. ("NBVPV"). NBCV is the general partner of NBVPV and the " Members are the managing members of NBCV. Each of NBCV and the Managing Members disclaim beneficial ownership of all the shares owned by 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 Jack Biddle, Inc. ("JBI"). The Reporting Person is the president of JBI. These shares were granted under the Issuer's 2017 Equity Incentive Plan pursuant to the Issuer's Non-Employee Director Compensation Policy approved by the Board of Directors on May 10, 2017. The reported securities are owned directly by Southgate Partner I ("SPI"), a family trust established for the benefit of the Reporting Person's child. The Reporting Person is the trustee of SPI. The reported securities are owned directly by Southgate Partner II ("SPII"), a family trust established for the benefit of the Reporting Person's child. The Reporting Person is the trustee of SPII. The reported securities are owned directly by Southgate Partners III ("SPIII"), a family trust established for the benefit of the Reporting Person's child. The Reporting Person is the trustee of SPIII. /s/ Christopher Winters, Attorney-in-Fact 2018-10-02