Eaton Timothy Mathias 4

What Happened
Timothy Eaton, AppFolio’s Chief Financial Officer, had a total of 949 shares of Class A common stock withheld by the company on May 10, 2026 to satisfy tax withholding obligations tied to vested equity awards. The shares were withheld at $166.59 per share across eight withholding transactions, producing gross proceeds of $158,094. This was not an open-market sale but a routine tax-withholding disposition tied to the vesting of RSUs/PSUs.

Key Details

• Transaction date and price: May 10, 2026 at $166.59 per share (eight withholding entries: 315, 171, 160, 125, 27, 41, 35, and 75 shares).
• Total shares withheld/disposed: 949 shares; total value reported: $158,094.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes: Withholdings relate to vested performance-based RSUs (PSUs) and time-based RSUs granted on various dates (including July 30, 2025; Jan 27, 2026; March 5, 2025; March 11, 2024; March 5, 2024; Nov 6, 2023; March 6, 2023) under the Issuer’s 2015 Stock Incentive Plan and 2025 Omnibus Incentive Plan (see F1–F8).
• Transaction code: F (payment of exercise price or tax liability — issuer withheld shares).
• Filing timeliness: Reported on May 12, 2026 for transactions on May 10, 2026 (filed within the normal Form 4 reporting window).

Context
This was a cashless-like internal withholding to cover tax obligations on vested equity awards, a common and routine action that should not be read as a directional bet by the insider. For retail investors, purchases are typically more informative about insider sentiment; tax-withholding dispositions like this are administrative and do not necessarily reflect the executive’s view on the company’s stock.