13D Filing: Abdiel Qualified Master Fund LP and Appian Corp (APPN)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Abdiel Qualified Master Fund 0 3,045,733 0 3,045,733 3,045,733 42.4%
Abdiel Capital 0 111,816 0 111,816 111,816 1.6%
Abdiel Capital Management 0 3,157,549 0 3,157,549 3,157,549 43.9%
Abdiel Capital Advisors 0 3,157,549 0 3,157,549 3,157,549 43.9%
Colin T. Moran 0 3,157,549 0 3,157,549 3,157,549 43.9%

Page 1 of 8 – SEC Filing

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13D

(Rule 13d-101)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)*

Appian
Corporation

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

03782L101

(CUSIP Number)

Abdiel Capital

410 Park Avenue, Suite 930

New York, NY 10022

Attn:
Colin T. Moran

Tel: (646) 496-9202

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 30, 2017

(Date of
Event Which Requires Filing of This Statement)

If the filing person has
previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.  ☐

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).

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Page 2 of 8 – SEC Filing


CUSIP No. 03782L101 Page 2 of 8 Pages
  1.

NAME OF
REPORTING PERSONS

Abdiel Qualified Master Fund, LP

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) (VOLUNTARY)

  2.

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☐

  3.

SEC USE ONLY

  4.

SOURCE OF FUNDS

WC

  5.

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or
2(e)

  6.

CITIZENSHIP OR PLACE OF
ORGANIZATION

Cayman Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7.

SOLE VOTING POWER

0

  8.

SHARED VOTING POWER

3,045,733

  9.

SOLE DISPOSITIVE POWER

0

10.

SHARED DISPOSITIVE POWER

3,045,733

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,045,733

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

42.4%(1)(2)

14.

TYPE OF REPORTING PERSON

PN

(1) Based on 7,187,500 shares of Class A common stock outstanding as of May 31, 2017, which were issued in Appian Corporations (the Issuer) initial public offering.
(2) Represents approximately 0.6% of the total voting power of all outstanding shares of Class A and Class B common stock.

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Page 3 of 8 – SEC Filing


CUSIP No. 03782L101 Page 3 of 8 Pages
  1.

NAME OF
REPORTING PERSONS

Abdiel Capital, LP

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) (VOLUNTARY)

  2.

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☐

  3.

SEC USE ONLY

  4.

SOURCE OF FUNDS

WC

  5.

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or
2(e)

  6.

CITIZENSHIP OR PLACE OF
ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7.

SOLE VOTING POWER

0

  8.

SHARED VOTING POWER

111,816

  9.

SOLE DISPOSITIVE POWER

0

10.

SHARED DISPOSITIVE POWER

111,816

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

111,816

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

1.6%(1)(2)

14.

TYPE OF REPORTING PERSON

PN

(1) Based on 7,187,500 shares of Class A common stock outstanding as of May 31, 2017, which were issued in the Issuers initial public offering.
(2) Represents approximately 0.02% of the total voting power of all outstanding shares of Class A and Class B common stock.

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Page 4 of 8 – SEC Filing


CUSIP No. 03782L101 Page 4 of 8 Pages
  1.

NAME OF
REPORTING PERSONS

Abdiel Capital Management, LLC

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) (VOLUNTARY)

  2.

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☐

  3.

SEC USE ONLY

  4.

SOURCE OF FUNDS

AF

  5.

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or
2(e)

  6.

CITIZENSHIP OR PLACE OF
ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7.

SOLE VOTING POWER

0

  8.

SHARED VOTING POWER

3,157,549(1)

  9.

SOLE DISPOSITIVE POWER

0

10.

SHARED DISPOSITIVE POWER

3,157,549(1)

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,157,549(1)

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

43.9%(2)(3)

14.

TYPE OF REPORTING PERSON

OO

(1) Consists of 3,045,733 shares of Class A common stock held by Abdiel Qualified Master Fund, LP and 111,816 shares of Class A common stock held by Abdiel Capital, LP.
(2) Based on 7,187,500 shares of Class A common stock outstanding as of May 31, 2017, which were issued in the Issuers initial public offering.
(3) Represents approximately 0.6% of the total voting power of all outstanding shares of Class A and Class B common stock.

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Page 5 of 8 – SEC Filing


CUSIP No. 03782L101 Page 5 of 8 Pages
  1.

NAME OF
REPORTING PERSONS

Abdiel Capital Advisors, LP

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) (VOLUNTARY)

  2.

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☐

  3.

SEC USE ONLY

  4.

SOURCE OF FUNDS

AF

  5.

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or
2(e)

  6.

CITIZENSHIP OR PLACE OF
ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7.

SOLE VOTING POWER

0

  8.

SHARED VOTING POWER

3,157,549(1)

  9.

SOLE DISPOSITIVE POWER

0

10.

SHARED DISPOSITIVE POWER

3,157,549(1)

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,157,549(1)

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

43.9%(2)(3)

14.

TYPE OF REPORTING PERSON

PN, IA

(1) Consists of 3,045,733 shares of Class A common stock held by Abdiel Qualified Master Fund, LP and 111,816 shares of Class A common stock held by Abdiel Capital, LP.
(2) Based on 7,187,500 shares of Class A common stock outstanding as of May 31, 2017, which were issued in the Issuers initial public offering.
(3) Represents approximately 0.6% of the total voting power of all outstanding shares of Class A and Class B common stock.

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Page 6 of 8 – SEC Filing


CUSIP No. 03782L101 Page 6 of 8 Pages
  1.

NAME OF
REPORTING PERSONS

Colin T. Moran

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) (VOLUNTARY)

  2.

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☐

  3.

SEC USE ONLY

  4.

SOURCE OF FUNDS

AF

  5.

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or
2(e)

  6.

CITIZENSHIP OR PLACE OF
ORGANIZATION

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7.

SOLE VOTING POWER

0

  8.

SHARED VOTING POWER

3,157,549(1)

  9.

SOLE DISPOSITIVE POWER

0

10.

SHARED DISPOSITIVE POWER

3,157,549(1)

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,157,549(1)

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

43.9%(2)(3)

14.

TYPE OF REPORTING PERSON

IN

(1) Consists of 3,045,733 shares of Class A common stock held by Abdiel Qualified Master Fund, LP and 111,816 shares of Class A common stock held by Abdiel Capital, LP.
(2) Based on 7,187,500 shares of Class A common stock outstanding as of May 31, 2017, which were issued in the Issuers initial public offering.
(3) Represents approximately 0.6% of the total voting power of all outstanding shares of Class A and Class B common stock.

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Page 7 of 8 – SEC Filing


CUSIP No. 03782L101 Page 7 of 8 Pages

AMENDMENT NO. 3 TO SCHEDULE 13D

This Amendment No. 3 (Amendment No. 3) amends and supplements the Schedule 13D filed on June 12, 2017 (the Original
Schedule 13D) as amended by Amendment No. 1 thereto on June 27, 2017 (Amendment No. 1) and Amendment No. 2 thereto on June 29, 2017 (Amendment No. 2 and, together with the Original
Schedule 13D and Amendment No. 1, the Schedule 13D), relating to the shares of Class A common stock, $0.001 par value per share (the Common Stock), of Appian Corporation (the Issuer). Each Item below
amends and supplements the information disclosed under the corresponding Item of the Schedule 13D. Except as specifically provided herein, this Amendment No. 3 does not modify any of the information previously reported in the Schedule 13D.
Capitalized terms used but not defined in this Amendment No. 3 shall have the same meanings herein as are ascribed to such terms in the Schedule 13D.

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is hereby
supplemented by adding the following:

In a series of transactions completed through July 3, 2017, the Reporting Persons acquired an aggregate amount of
129,893 shares of the Common Stock for the accounts of Abdiel Qualified Master Fund, LP and Abdiel Capital, LP for aggregate consideration of approximately $2.4 million (including commissions). The source of funds used to acquire the 129,893 shares
of Common Stock was the working capital of Abdiel Qualified Master Fund, LP and Abdiel Capital, LP.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended by amending and
restating paragraphs (a) and (b) thereof as follows:

(a) The information requested by this paragraph is incorporated herein by reference to the
information provided on the cover pages to this Amendment No. 3.

(b) The information requested by this paragraph is incorporated herein by reference
to the information provided on the cover pages to this Amendment No. 3 and Item 2(c) of the Schedule 13D.

Item 5(c) of the Schedule 13D is
hereby supplemented by adding the following:

(c) Information with respect to all transactions in the Common Stock which were effected by each of the
Reporting Persons since the filing of Amendment No. 3 is set forth on Exhibit E attached hereto and incorporated herein by reference.

Item 7. Material to be Filed as Exhibits.

Item 7 of the Schedule 13D is hereby amended by amending and
restating it as follows:

Exhibit A Joint Filing Agreement (filed as Exhibit A to the Schedule 13D on June 12, 2017)

Exhibit B Information with respect to Transactions Effected During the Past Sixty Days (filed as Exhibit B to the Schedule 13D on June 12, 2017)

Exhibit C Information with respect to Transactions Effected Since the Filing of the Schedule 13D (filed as Exhibit C to Amendment No. 1 on
June 27, 2017)

Exhibit D Information with respect to Transactions Effected Since the Filing of Amendment No. 1 (filed as Exhibit D to
Amendment No. 2 on June 29, 2017)

Exhibit E Information with respect to Transactions Effected Since the Filing of Amendment No. 2*

* Filed herewith

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Page 8 of 8 – SEC Filing


CUSIP No. 03782L101 Page 8 of 8 Pages

SIGNATURES

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true,
complete and correct.

Dated: July 3, 2017

ABDIEL QUALIFIED MASTER FUND, LP
By: Abdiel Capital Management, LLC,
its General Partner
By: /s/ Colin T. Moran
Colin T. Moran, Managing Member
ABDIEL CAPITAL, LP
By: Abdiel Capital Management, LLC,
its General Partner
By: /s/ Colin T. Moran
Colin T. Moran, Managing Member
ABDIEL CAPITAL MANAGEMENT, LLC
By: /s/ Colin T. Moran
Colin T. Moran, Managing Member
ABDIEL CAPITAL ADVISORS, LP
By: Abdiel Capital Partners, LLC,
its General Partner
By: /s/ Colin T. Moran
Colin T. Moran, Managing Member
COLIN T. MORAN
By: /s/ Colin T. Moran
Colin T. Moran, Individually

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