4//SEC Filing
NEA 14 GP, LTD 4
Accession 0001209191-18-010399
CIK 0001441683other
Filed
Feb 14, 7:00 PM ET
Accepted
Feb 15, 4:26 PM ET
Size
17.5 KB
Accession
0001209191-18-010399
Insider Transaction Report
Form 4
APPIAN CORPAPPN
NEA Partners 14, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2018-02-13−27,242→ 0 total - Conversion
Class A Common Stock
2018-02-13+2,724,202→ 2,724,202 total(indirect: See Note 4) - Other
Class A Common Stock
2018-02-13−2,724,202→ 0 total(indirect: See Note 4) - Other
Class A Common Stock
2018-02-13+27,242→ 27,242 total - Conversion
Class B Common Stock
2018-02-13−2,724,202→ 0 total(indirect: See Note 4)→ Class A Common Stock (2,724,202 underlying)
NEA 14 GP, LTD
10% Owner
Transactions
- Conversion
Class A Common Stock
2018-02-13+2,724,202→ 2,724,202 total(indirect: See Note 4) - Other
Class A Common Stock
2018-02-13−27,242→ 0 total - Conversion
Class B Common Stock
2018-02-13−2,724,202→ 0 total(indirect: See Note 4)→ Class A Common Stock (2,724,202 underlying) - Other
Class A Common Stock
2018-02-13−2,724,202→ 0 total(indirect: See Note 4) - Other
Class A Common Stock
2018-02-13+27,242→ 27,242 total
Footnotes (8)
- [F1]Pursuant to the terms of the Class B Common Stock, New Enterprise Associates 14, L.P. ("NEA 14") converted shares of Class B Common Stock into shares of Class A Common Stock.
- [F2]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))
- [F3](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.
- [F4]The shares are directly held by NEA 14 and are indirectly held by the Reporting Person, the sole general partner of NEA 14, NEA 14 GP, LTD ("NEA 14 LTD"), the sole general partner of the Reporting Person and each of the individual directors of NEA 14 LTD (the Reporting Person, NEA 14 LTD and the individual directors of NEA 14 LTD (collectively, "Directors") together, the "NEA 14 Indirect Reporting Persons"). The Directors of NEA 14 LTD are M. James Barrett, Peter J. Barris, Forest Baskett, Anthony A. Florence, Jr., Patrick J. Kerins, David M. Mott, Scott D. Sandell, Peter W. Sonsini and Ravi Viswanathan. The NEA 14 Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 14 shares in which the NEA 14 Indirect Reporting Persons have no pecuniary interest.
- [F5]NEA 14 made a pro rata distribution for no consideration of an aggregate of 2,724,202 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on February 13, 2018.
- [F6]The Reporting Person received 27,242 shares of Class A Common Stock of the Issuer in the distribution by NEA 14 on February 13, 2018.
- [F7]The shares are directly held by the Reporting Person and indirectly held by NEA 14 LTD, the sole general partner of the Reporting Person, and the Directors of NEA 14 LTD (NEA 14 LTD and the Directors of NEA 14 LTD together, the "NEA Partners 14 Indirect Reporting Persons"). The NEA Partners 14 Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA Partners 14 shares in which the NEA Partners 14 Indirect Reporting Persons have no pecuniary interest.
- [F8]The Reporting Person made a pro rata distribution for no consideration of an aggregate of 27,242 shares of Class A Common Stock of the Issuer to its limited partners on February 13, 2018.
Documents
Issuer
APPIAN CORP
CIK 0001441683
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001551532
Filing Metadata
- Form type
- 4
- Filed
- Feb 14, 7:00 PM ET
- Accepted
- Feb 15, 4:26 PM ET
- Size
- 17.5 KB