APPFOLIO INC 8-K

What Happened
AppFolio, Inc. announced a Second Amended and Restated Employment Agreement with President & CEO Shane Trigg, effective April 9, 2026. The agreement confirms at‑will employment and sets base pay, annual bonus target, multi-year equity awards starting in FY2026, and detailed severance and vesting provisions for various termination scenarios.

Key Details

• Base salary at least $570,000 annually; annual bonus opportunity equal to 100% of base salary at target.
• FY2026 one‑time equity: RSUs with a grant‑date value of $5,000,000 and PSUs with a grant‑date value of $4,479,000 at target.
• FY2027–2030: annual RSU awards valued at $5,000,000 plus annual PSU awards sized by a formula tied to prior‑year operating and interest income and changes in diluted share count.
• Severance (subject to release and compliance with covenants): termination without cause/resignation for good reason (outside a transaction) — 18 months base pay continuation, prorated/earned bonuses and up to 18 months COBRA; death/disability — 12 months base pay and full vesting of equity; termination in connection with a corporate transaction — 24 months base, 200% bonus for year of termination, up to 18 months COBRA and full vesting of RSUs/PSUs (and certain option acceleration).

Why It Matters
This filing sets the CEO’s pay mix and long‑term equity incentives, which affect executive retention and could influence future share‑based compensation expense and potential dilution if awards vest or accelerate. The transaction‑related severance and full vesting provisions are notable because they can increase costs or one‑time charges in a sale or change‑of‑control. The full employment agreement is filed as Exhibit 10.1 to the 8‑K for investors who want the complete terms.