X0306 4 2020-12-15 0 0001433195 APPFOLIO INC APPF 0001213191 RAUTH WILLIAM R III C/O IGSB, INC. 1485 E. VALLEY ROAD, SUITE H SANTA BARBARA CA 93108 1 0 1 0 Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.0399 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.0405 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 2020-12-15 4 C 0 6000 0.00 A 6000 I See Footnote Class A Common Stock 2020-12-15 4 S 0 2000 173.039 D 4000 I See Footnote Class A Common Stock 13072 I By IGSB IVP III, LLC Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9129 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9129 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9119 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9119 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9119 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9119 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9119 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 9119 I See Footnote Class B Common Stock 0.00 2020-12-15 4 C 0 6000 0.00 D Class A Common Stock 6000 7725 I See Footnote Class B Common Stock 0.00 Class A Common Stock 92859 D Class B Common Stock 0.00 Class A Common Stock 3554584 I By IGSB IVP III,LLC Class B Common Stock 0.00 Class A Common Stock 993627 I By IGSB Internal Venture Fund III, LLC Class B Common Stock 0.00 Class A Common Stock 1407 I See Footnote These shares of Appfolio Class A Common Stock ("Class A Shares") were acquired by an irrevocable trust established for one of the Reporting Person's grandchildren by conversion of a like number of shares of Appfolio Class B Common Stock ("Class B Shares") owned by the trust. The Reporting Person is the trustee of this trust and, therefore, may be deemed to possess sole voting and dispositive power over the Class A Shares owned by the trust. However, the Reporting Person disclaims any pecuniary interest in these Class A Shares. Each Class B Share is convertible, at any time at the option of the holder, into one Class A Share. In addition, Class B Shares that are sold or otherwise transferred will convert automatically, on a one share-for-one share 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 AppFolio's Amended and Restated Certificate of Incorporation). (Continued from Footnote 2) AppFolio'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 share-for-one share basis, on the date when the number of the Company's outstanding Class B Shares represents less than 10% of the sum of AppFolio's outstanding Class A and Class B Shares. Sales made pursuant to a 10(b)5-1 Plan previously adopted by the Reporting Person. These Class A Shares are owned by IGSB IVP III LLC, a private investment fund, which is managed by Investment Group of Santa Barbara LLC ("IGSB"). The Reporting Person is one of the members of IGSB and may be deemed to share voting and dispositive power with IGSB and its other members over these Class A Shares. However, the Reporting Person disclaims beneficial ownership of these Class A Shares, except to the extent of any pecuniary interest he may have therein. These Class B Shares are also owned by IGSB IVP III LLC, which is managed by IGSB. The Reporting Person is one of the members of IGSB and may be deemed to share voting and dispositive power with IGSB and its other members over these Class B Shares. However, the Reporting Person disclaims beneficial ownership of these Class B Shares, except to the extent of any pecuniary interest he may have therein. These Class B Shares are owned by IGSB Internal Venture Fund III LLC, a private investment fund that is managed by IGSB. The Reporting Person is one of the members of IGSB and may be deemed to share voting and dispositive power over these Class B Shares with IGSB and its other members. However, the Reporting Person disclaims beneficial ownership of these Class B Shares, except to the extent of any pecuniary interest he may have therein. These Class B Shares are owned by an irrevocable trust established for one of the Reporting Person's grandchildren. The Reporting Person is the trustee of the trust and, therefore, may be deemed to possess sole voting and dispositive power over the Class B Shares owned by it. However, the Reporting Person disclaims any pecuniary interest in these Class B Shares. These Class B Shares are owned by an irrevocable trust established for another of the Reporting Person's grandchildren. The Reporting Person is the trustee of the trust and, therefore, may be deemed to possess sole voting and dispositive power over the Class B Shares owned by it. However, he disclaims any pecuniary interest in these Class B Shares. William R. Rauth, III, By: /s/ KIMBERLY SHEA, Attorney-in-Fact for William R. Rauth, III 2020-12-17