0001441683-22-000053.txt : 20220511 0001441683-22-000053.hdr.sgml : 20220511 20220511160234 ACCESSION NUMBER: 0001441683-22-000053 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220510 FILED AS OF DATE: 20220511 DATE AS OF CHANGE: 20220511 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Matheos Mark CENTRAL INDEX KEY: 0001903675 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38098 FILM NUMBER: 22913611 MAIL ADDRESS: STREET 1: 7950 JONES BRANCH DRIVE CITY: MCLEAN STATE: VA ZIP: 22102 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_165229933718125.xml FORM 4 X0306 4 2022-05-10 0 0001441683 APPIAN CORP APPN 0001903675 Matheos Mark 7950 JONES BRANCH DRIVE MCLEAN VA 22102 0 1 0 0 Chief Financial Officer Class A Common Stock 2022-05-10 4 M 0 961 0 A 961 D Class A Common Stock 2022-05-10 4 S 0 260 54.47 D 701 D Class A Common Stock 2022-05-10 4 S 0 701 56 D 0 D Class A Common Stock 2022-05-10 4 C 0 4020 0 A 4020 D Class A Common Stock 2022-05-10 4 S 0 4020 57.50 D 0 D Restricted Stock Unit 2022-05-10 4 M 0 941 0 D Class A Common Stock 941.0 2823 D Restricted Stock Unit 2022-05-10 4 M 0 20 0 D Class A Common Stock 20.0 20 D Employee Stock Option (Right to Buy) 12.0 2022-05-10 4 M 0 4020 0 D 2022-04-25 2027-04-25 Class B Common Stock 4020.0 0 D Class B Common Stock 2022-05-10 4 M 0 4020 12 A Class A Common Stock 4020.0 4020 D Class B Common Stock 2022-05-10 4 C 0 4020 0 D Class A Common Stock 4020.0 0 D Each Restricted Stock Unit ("RSU") converts into Class A Common Stock on a one-for-one basis. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.27 to $54.47, 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. 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 (4)) (continued from Footnote (3)) (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. 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 May 4, 2021 and vest in four equal annual installments commencing on May 5, 2022, provided that the Reporting Person has provided continuous service to the Issuer through the vesting date. The RSUs were granted on April 27, 2018. 20 RSUs vested on May 5, 2022 and 20 RSUs will vest on May 5, 2023, provided that the Reporting Person has provided continuous service to the Issuer through the vesting date. 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. /s/ Angela Patterson, Attorney-in-Fact 2022-05-11 EX-24 2 matheos-section16poadecemb.htm POWER OF ATTORNEY (DEC 2021) MATHEOS Document

POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and appoints each of Christopher Winters, Angela Patterson, Nicole Brookshire, Mark Ballantyne and Jason Minio, signing individually, the undersigned’s true and lawful attorneys-in fact and agents to:
(1)execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of Appian Corporation, Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules thereunder and a Form ID, Uniform Application for Access Codes to File on EDGAR;
(2)do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to execute such Forms 3, 4, or 5, or Form ID (including any amendments thereto) and timely file such forms with the United States Securities and Exchange Commission and any stock exchange or similar authority, including creating a new passphrase and generating new EDGAR access codes via the EDGAR filer manager website; and
(3)take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is Appian Corporation assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by Appian Corporation, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by Appian Corporation or Cooley LLP.
The undersigned has caused this Power of Attorney to be executed as of December 31, 2021.



/s/ Mark Matheos    
Mark Matheos