X0206 3 2017-03-23 0 0001689923 Alteryx, Inc. AYX 0001634035 Sapphire Ventures (GPE) I, L.L.C. 3408 HILLVIEW AVENUE BLDG. 5 PALO ALTO CA 94304 0 0 1 0 0001503585 Sapphire Ventures Fund I, L.P. 3408 HILLVIEW AVENUE BLDG 5 PALO ALTO CA 94304 0 0 1 0 0001179380 MARAKOVIC NINO NIKOLA C/O SAPPHIRE VENTURES 3408 HILLVIEW AVENUE PALO ALTO CA 94304 0 0 1 0 Series A Preferred Stock Class B Common Stock 5491893 I By Sapphire Ventures Fund I, L.P. Series B Preferred Stock Class B Common Stock 700390 I By Sapphire Ventures Fund I, L.P. Each share of Preferred Stock will be automatically converted into one (1) share of Class B Common Stock immediately prior to the consummation of the Issuer's initial public offering (the "IPO"), and has no expiration date. Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock. In addition, pursuant to the Issuer's Restated Certificate of Incorporation (the "Post-Effective Certificate") that will be effective upon the consummation of the Issuer's initial public offering, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the transfer, whether or not for value, to any transferee who is not a "Permitted Transferee", as defined in the Issuer's Post-Effective Certificate. The shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the earliest to occur of the following: (a) the date specified by a vote of the holders of 66 2/3% of the outstanding shares of Class B Common Stock, (b) March 23, 2027, and (c) the date the shares of Class B Common Stock cease to represent at least 10% of all outstanding shares of Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date. Held directly by Sapphire Ventures Fund I, L.P. ("Sapphire LP"). Sapphire Ventures (GPE) I, L.L.C. ("Sapphire GP"), is the general partner of Sapphire LP. Nino N. Marakovic, Richard Douglas Higgins, Jayendra Das, David A. Hartwig, and Andreas M. Weiskam, as the managing members of Sapphire GP, may be deemed to share voting and dispositive power over the shares held by Sapphire LP. The managing members disclaim beneficial ownership over such shares, except to the extent of any pecuniary interest therein. Sapphire Ventures (GPE) I, L.L.C. /s/ Nino Nikola Marakovic as Managing Member 2017-03-23 Sapphire Ventures Fund I, L.P. /s/ Nino Nikola Marakovic, as Managing Member of Sapphire Ventures (GPE) I, L.L.C., its general partner 2017-03-23 /s/ Nino Nikola Marakovic 2017-03-23