0001441683-19-000192.txt : 20191108
0001441683-19-000192.hdr.sgml : 20191108
20191108162415
ACCESSION NUMBER: 0001441683-19-000192
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191106
FILED AS OF DATE: 20191108
DATE AS OF CHANGE: 20191108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Winters Christopher
CENTRAL INDEX KEY: 0001706796
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38098
FILM NUMBER: 191204374
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: 7950 JONES BRANCH DRIVE
CITY: TYSONS
STATE: VA
ZIP: 22102
BUSINESS PHONE: 703-442-8844
MAIL ADDRESS:
STREET 1: 7950 JONES BRANCH DRIVE
CITY: TYSONS
STATE: VA
ZIP: 22102
4
1
wf-form4_157324824056589.xml
FORM 4
X0306
4
2019-11-06
0
0001441683
APPIAN CORP
APPN
0001706796
Winters Christopher
C/O APPIAN CORPORATION
7950 JONES BRANCH DRIVE
TYSONS
VA
22102
0
1
0
0
General Counsel
Class A Common Stock
2019-11-06
4
M
0
10000
0
A
16900
D
Class A Common Stock
2019-11-06
4
S
0
1722
41.68
D
15178
D
Class A Common Stock
2019-11-06
4
S
0
1378
42.15
D
13800
D
Class A Common Stock
2019-11-06
4
C
0
20000
0
A
33800
D
Class A Common Stock
2019-11-06
4
S
0
6300
41.49
D
27500
D
Class A Common Stock
2019-11-06
4
S
0
13700
42.05
D
13800
D
Restricted Stock Unit
2019-11-06
4
M
0
10000
0
D
Class A Common Stock
10000.0
30000
D
Employee Stock Option (Right to Buy)
7.03
2019-11-06
4
M
0
20000
0
D
2025-11-17
Class B Common Stock
20000.0
100000
D
Class B Common Stock
2019-11-06
4
M
0
20000
7.03
A
Class A Common Stock
20000.0
20000
D
Class B Common Stock
2019-11-06
4
C
0
20000
0
D
Class A Common Stock
20000.0
0
D
Each Restricted Stock Unit ("RSU") converts into Class A Common Stock on a one-for-one basis.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 7, 2018, as amended.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.97 to $41.96, inclusive. The Reporting Person undertakes 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 sold at each separate price within the range set forth in this footnote (3).
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.97 to $42.34, inclusive. The Reporting Person undertakes to provide to Appian Corporation, any security holder of Appian Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4).
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 (7))
(continued from Footnote (6)) (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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.85 to $41.845, inclusive. The Reporting Person undertakes to provide to Appian Corporation, any security holder of Appian Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (8).
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.85 to $42.34, inclusive. The Reporting Person undertakes to provide to Appian Corporation, any security holder of Appian Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (9).
Each RSU represents a contingent right to receive one share of Issuer's Class A Common Stock (or its cash equivalent, at the discretion of the Issuer).
The RSUs were granted on October 25, 2017 and vest in five (5) equal annual installments commencing on November 5, 2018, provided that the Reporting Person has provided continuous service to the Issuer through such vesting date.
This option vests in five equal annual installments commencing on November 17, 2016 and on the next four anniversaries thereof, subject to the Reporting Person's continued service to the Issuer through each vesting date.
/s/ Angela Patterson, Attorney-in-Fact
2019-11-08