UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
CLASS B COMMON STOCK | Â (5) | Â (5) | CLASS A COMMON STOCK | 26,577 | $ (5) | D (6) | Â |
CLASS B COMMON STOCK | Â (5) | Â (5) | CLASS A COMMON STOCK | 118,740 | $ (5) | D (7) | Â |
CLASS B COMMON STOCK | Â (5) | Â (5) | CLASS A COMMON STOCK | 45,264 | $ (5) | D (8) | Â |
CLASS B COMMON STOCK | Â (5) | Â (5) | CLASS A COMMON STOCK | 557,654 | $ (5) | D (9) | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Clarity Ventures, Inc. 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
Clarity Ventures, L.P. 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
Meadowridge Ventures, L.P. 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
KARAN STEVEN L 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
Steven L. Karan Revocable Trust dated the 29th day of October, 2014 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
Hughes Family Trust dated 8/7/03 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
HUGHES JASON F 1482 EAST VALLEY ROAD SUITE 300 SANTA BARBARA, CA 93108 |
 |  X |  |  |
/s/ Jason F. Hughes, attorney-in-fact | 12/30/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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). |
(1) | These shares are directly owned by Jason F. Hughes ("Mr. Hughes"), who is a member of a "group" (the "Group") with the other reporting persons herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. These shares are held in the Jason F. Hughes Roth IRA. |
(2) | These shares are directly owned by Steven L. Karan ("Mr. Karan"), who is a member of the Group. These shares are held in the Steven L. Karan Roth IRA. |
(3) | These shares are directly owned by Meadowridge Ventures, L.P. ("Meadowridge"), which is a member of the Group. These shares are indirectly owned by Clarity Ventures, Inc. ("Clarity GP"), as the general partner of Meadowridge. These shares are also indirectly owned by Mr. Hughes, as an authorized officer of Clarity GP, and by Mr. Karan, as the President and 100% owner of Clarity GP. |
(4) | These shares are directly owned by Clarity Ventures, L.P. ("Clarity LP"), which is a member of the Group. These shares are indirectly owned by Clarity GP, as the general partner of Clarity LP. These shares are also indirectly owned by Mr. Hughes, as an authorized officer of Clarity GP, and by Mr. Karan, as the President and 100% owner of Clarity GP. |
(5) | These shares are convertible into shares of AppFolio, Inc.'s Class A Common Stock on a one-for-one basis at any time, and the conversion has no expiration date. All outstanding shares of AppFolio's Class B Common Stock will convert automatically into shares of AppFolio Class A Common Stock on the date when the number of the outstanding shares of Class B Common Stock represents less than 10% of the sum of AppFolio's outstanding Class A Common Stock and Class B Common Stock. In addition, each share of Class B Common Stock will convert automatically upon any transfer of such shares, except for certain permitted transfers. |
(6) | These shares are directly owned by Mr. Hughes and are held in the Jason F. Hughes Roth IRA. |
(7) | These shares are directly owned by Mr. Karan and are held in the Steven L. Karan Roth IRA. |
(8) | These shares are directly owned by the Hughes Family Trust dated 8/7/03 ("HFT"), which is a member of the Group. These shares are indirectly owned by Mr. Hughes, as a Co-Trustee of the HFT. |
(9) | These shares are directly owned by the Steven L. Karan Revocable Trust dated the 29th day of October, 2014 ("Karan Trust"), which is a member of the Group. These shares are indirectly owned by Mr. Karan, as Trustee of the Karan Trust. |
 Remarks: The reporting persons herein collectively form a Section 13(d) "group" as described in a Schedule 13G filed with the Securities and Exchange Commission on December 30, 2015. Exhibit List: Exhibit 24 ? Confirming Statement |