Sec Form 4 Filing - BLISS TIMOTHY K @ APPFOLIO INC - 2024-03-08

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
BLISS TIMOTHY K
2. Issuer Name and Ticker or Trading Symbol
APPFOLIO INC [ APPF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O PARTNERS FUND, 1485 E. VALLEY ROAD SUITE F
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2024
(Street)
SANTA BARBARA, CA93150
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 03/08/2024 S 744 ( 1 ) D $ 226.52 ( 1 ) 75,010 D
Class A Common Stock 03/08/2024 S 8,145 ( 2 ) D $ 227.55 ( 2 ) 66,865 D
Class A Common Stock 03/08/2024 S 1,111 ( 3 ) D $ 228.14 ( 3 ) 65,754 D
Class A Common Stock 03/08/2024 S 4,684 ( 4 ) D $ 228.13 ( 4 ) 61,070 D
Class A Common Stock 03/11/2024 S 8,910 ( 5 ) D $ 227.18 ( 5 ) 52,160 D
Class A Common Stock 03/11/2024 S 1,090 ( 6 ) D $ 227.7 ( 6 ) 51,070 D
Class A Common Stock 03/12/2024 S 9,400 ( 7 ) D $ 222.27 ( 7 ) 41,670 D
Class A Common Stock 03/12/2024 S 8,756 ( 8 ) D $ 223.2 ( 8 ) 32,914 D
Class A Common Stock 03/12/2024 S 13,992 ( 9 ) D $ 224.24 ( 9 ) 18,922 D
Class A Common Stock 03/12/2024 S 5,123 ( 10 ) D $ 225.02 ( 10 ) 13,799 D
Class A Common Stock 03/12/2024 S 944 ( 11 ) D $ 226.78 ( 11 ) 12,855 D
Class A Common Stock 03/12/2024 S 1,959 ( 12 ) D $ 227.62 ( 12 ) 10,896 D
Class A Common Stock 03/12/2024 S 142 ( 13 ) D $ 228.32 ( 13 ) 10,754 D
Class A Common Stock 39,655 I By Family Trust
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 ( 14 )( 15 ) ( 14 )( 15 ) Class A Common Stock ( 14 ) ( 15 ) 517,290 D
Class B Common Stock $ 0 ( 14 )( 15 ) ( 14 )( 15 ) Class A Common Stock ( 14 ) ( 15 ) 446,000 I By Family Trust
Class B Common Stock $ 0 ( 14 )( 15 ) ( 14 )( 15 ) Class A Common Stock ( 14 ) ( 15 ) 40,000 I See footnote ( 16 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BLISS TIMOTHY K
C/O PARTNERS FUND
1485 E. VALLEY ROAD SUITE F
SANTA BARBARA, CA93150
X
Signatures
/s/ Timothy K. Bliss 03/12/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $225.96 to $226.91, 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.
( 2 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $226.99 to $227.98, 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 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $228.00 to $228.29, 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.
( 4 )This price reflects the weighted average price at which these shares were sold. 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 price.
( 5 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $226.60 to $227.60, 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.
( 6 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $227.61 to $228.10, 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.
( 7 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $221.72 to $222.69, 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.
( 8 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $222.72 to $223.72, 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.
( 9 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $223.72 to $224.64, 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.
( 10 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $224.73 to $225.52, 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.
( 11 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $226.03 to $227.02, 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.
( 12 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $227.04 to $228.02, 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.
( 13 )This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $228.12 to $228.75, 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.
( 14 )Each Class B Share is convertible, at any time at the option of the holder, into one share of the Issuer's Class A Share. In addition, Class B Shares that are sold or otherwise transferred will convert automatically, on a one-for-one basis, into Class A Shares, except for (i) any transfer by a partnership or limited liability company that was a registered holder of Class B Shares prior to June 30, 2015 that is made to anyone who was a partner or member of any such partnership or limited liability company prior to June 30, 2015, and (ii) any transfer to a "qualified recipient" (as defined in the Issuer's Amended and Restated Certificate of Incorporation).
( 15 )(Continued from Footnote 14) The Issuer's Class B Shares do not have an expiration date. However, all of the outstanding Class B Shares will convert automatically into Class A Shares, on a one-for-one basis, on the date when the number of the Issuer's outstanding Class B Shares represents less than 10% of the sum of its outstanding Class A Shares and Class B Shares.
( 16 )These Class B Shares are held in two limited partnerships, of which the Report Person acts as manager. The Reporting Person maintains sole voting and dispositive power over these Class B Shares. The Reporting Person disclaims any beneficial ownership over these shares except to the extent of his pecuniary interest therein.

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).
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