Sec Form 4 Filing - Stoecker Dean @ Alteryx, Inc. - 2024-03-19

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Stoecker Dean 2. Issuer Name and Ticker or Trading Symbol Alteryx, Inc. [ AYX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ALTERYX, INC., 17200 LAGUNA CANYON ROAD 3. Date of Earliest Transaction (MM/DD/YY) 03/19/2024 (Street) IRVINE, CA92618 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/19/2024 D( 1 ) 5,520 D 0 D Class A Common Stock 03/19/2024 D( 1 ) 77,500 D 0 I By The Dean A. Stoecker Trust dated December 16, 2013 ( 4 ) Class A Common Stock 03/19/2024 D( 1 ) 12,449 D 0 I By TAILY, LLC ( 5 ) Class A Common Stock 03/19/2024 D( 1 ) 10,599 D 0 I By TRILY, LLC ( 5 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Class B Common Stock $ 0 03/19/2024 D( 1 ) 2,626,125 ( 3 ) ( 3 ) Class A Common Stock 2,626,125 $ 0 0 I By The Dean A. Stoecker Trust dated December 16, 2013 ( 4 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings One, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Two, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Three, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Four, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Five, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Six, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Seven, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Eight, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Nine, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Nead Holdings Ten, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 390,690 ( 3 ) ( 3 ) Class A Common Stock 390,690 $ 0 0 I By Lucy27, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Gabalis Holdings One, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Gabalis Holdings Two, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By Gabalis Holdings Three, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 207,253 ( 3 ) ( 3 ) Class A Common Stock 207,253 $ 0 0 I By 4610, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 100,000 ( 3 ) ( 3 ) Class A Common Stock 100,000 $ 0 0 I By Onyx Investments, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 193,748 ( 3 ) ( 3 ) Class A Common Stock 193,748 $ 0 0 I By Midnight Duck Holdings One, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 193,748 ( 3 ) ( 3 ) Class A Common Stock 193,748 $ 0 0 I By Midnight Duck Holdings Two, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 423,451 ( 3 ) ( 3 ) Class A Common Stock 423,451 $ 0 0 D Class B Common Stock $ 0 03/19/2024 D( 1 ) 80,000 ( 3 ) ( 3 ) Class A Common Stock 80,000 $ 0 0 I By 4610 Holdings, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 100,000 ( 3 ) ( 3 ) Class A Common Stock 100,000 $ 0 0 I By Hickory Branch Investments, LLC ( 5 ) Class B Common Stock $ 0 03/19/2024 D( 1 ) 100,000 ( 3 ) ( 3 ) Class A Common Stock 100,000 $ 0 0 I By Fairway Place Investments, LLC ( 5 ) Stock Option (Right to Buy) $ 68.26 03/19/2024 D( 1 ) 93,584 ( 6 ) 03/03/2029 Class A Common Stock 93,584 $ 0 0 D Stock Option (Right to Buy) $ 153.26 03/19/2024 D( 1 ) 50,505 ( 6 ) 02/18/2030 Class A Common Stock 50,505 $ 0 0 D Stock Option (Right to Buy) $ 27.09 03/19/2024 D( 1 ) 153,471 ( 7 ) 01/05/2028 Class A Common Stock 153,471 $ 0 0 D Employee Stock Option (right to buy) $ 12.3 03/19/2024 D( 1 ) 187,500 ( 7 ) 11/28/2026 Class B Common Stock 187,500 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Stoecker Dean C/O ALTERYX, INC. 17200 LAGUNA CANYON ROAD IRVINE, CA92618 X X Signatures /s/ Christopher M. Lal, by power of attorney 03/19/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated December 18, 2023, by and among Alteryx, Inc. (the "Issuer"), Azurite Intermediate Holdings, Inc. ("Parent") and Azurite Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with Issuer surviving the Merger and becoming a wholly owned subsidiary of Parent. ( 2 )Pursuant to the Merger Agreement and that certain Executive Chairman Agreement, dated October 2, 2020, by and between the Reporting Person and the Issuer, effective as of the effective time of the Merger, this unvested award of restricted stock units was cancelled and converted solely into the right to receive an amount in cash (without interest) equal to (i) the total number of shares of common stock subject to such restricted stock unit award immediately prior to the effective time of the Merger, multiplied by (ii) the Per Share Price, less applicable withholding taxes. ( 3 )At the effective time of the Merger, these shares were automatically converted solely into the right to receive cash in an amount equal to $48.25, without interest, per share (the "Per Share Price"), subject to the terms and conditions of the Merger Agreement. ( 4 )The Reporting Person serves as trustee and beneficiary of The Dean A. Stoecker Trust dated December 16, 2013 (the "Stoecker Trust") and has voting and dispositive authority with respect to the shares owned by the Stoecker Trust. ( 5 )The Reporting Person has sole voting and dispositive authority with respect to the shares owned by the LLC. ( 6 )At the effective time of the Merger, this option to purchase shares of the Issuer's common stock had an exercise price per share that was greater than or equal to the Per Share Price and, pursuant to the terms of the Merger Agreement, was cancelled for no consideration or payment. ( 7 )At the effective time of the Merger, each issued and outstanding stock option that was vested was cancelled and converted solely into the right to receive an amount in cash (without interest) equal to (i) the total number of shar es of common stock subject to such vested option multiplied by (ii) the excess, if any, of the Per Share Price over the exercise price per share of such vested option, less applicable withholding taxes, subject to the terms and conditions of the Merger Agreement.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.