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AppFolio, Inc.
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(Name of Issuer)
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Class A Common Stock, par value $0.0001 per share
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(Title of Class of Securities)
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03783C100
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(CUSIP Number)
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December 31, 2016
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(Date of Event Which Requires Filing of this Statement)
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1.
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NAME OF REPORTING PERSON
SCGE GenPar, Ltd.
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2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) [ ]
(b) [ ]
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||
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3.
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SEC USE ONLY
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|||
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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||
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
|
SOLE VOTING POWER
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0
|
|
|
6.
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SHARED VOTING POWER
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0
|
||
|
7.
|
SOLE DISPOSITIVE POWER
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0
|
||
|
8.
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SHARED DISPOSITIVE POWER
|
0
|
||
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
||
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
|
||
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12.
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TYPE OF REPORTING PERSON
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OO
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||
|
1.
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NAME OF REPORTING PERSON
SCGE (LTGP), L.P.
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2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ]
(b) [ ]
|
||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
|
0
|
|
|
6.
|
SHARED VOTING POWER
|
0
|
||
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
||
|
8.
|
SHARED DISPOSITIVE POWER
|
0
|
||
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
||
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
0%
|
||
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
||
|
1.
|
NAME OF REPORTING PERSON
SCGE Management, L.P.
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|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ]
(b) [ ]
|
||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware
|
||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
|
0
|
|
|
6.
|
SHARED VOTING POWER
|
0
|
||
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
||
|
8.
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SHARED DISPOSITIVE POWER
|
0
|
||
|
9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
||
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
|
||
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
||
|
1.
|
NAME OF REPORTING PERSON
SCGE Fund, L.P.
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|||
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ]
(b) [ ]
|
||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
|
0
|
|
|
6.
|
SHARED VOTING POWER
|
0
|
||
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
||
|
8.
|
SHARED DISPOSITIVE POWER
|
0
|
||
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
||
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
|
||
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12.
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TYPE OF REPORTING PERSON
|
PN
|
||
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1.
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NAME OF REPORTING PERSON
Jeffrey Wang
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2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ]
(b) [ ]
|
||
|
3.
|
SEC USE ONLY
|
|||
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
|
0
|
|
|
6.
|
SHARED VOTING POWER
|
0
|
||
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
||
|
8.
|
SHARED DISPOSITIVE POWER
|
0
|
||
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
0
|
||
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
[ ]
|
||
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
0%
|
||
|
12.
|
TYPE OF REPORTING PERSON
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IN
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||
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Item 1(a).
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Name of Issuer
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AppFolio, Inc. (the “Company”).
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Item 1(b).
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Address of Issuer’s Principal Executive Offices
|
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50 Castilian Drive
Santa Barbara, CA 93117
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Item 2(a).
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Name of Person Filing
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This Schedule 13G/A (the “Schedule 13G”) is being filed jointly by each of SCGE GenPar, Ltd., SCGE (LTGP), L.P., SCGE Fund, L.P., SCGE Management, L.P. and Jeffrey Wang (collectively, the “Reporting Persons”).
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The Reporting Persons entered into a Joint Filing Agreement, dated April 21, 2016, a copy of which is attached as Exhibit A to the Schedule 13G filed April 22, 2016, and incorporated herein by reference, pursuant to which the Reporting Persons agreed to file any amendments thereto jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Act”).
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Item 2(b).
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Address of Principal Business Office or, if none, Residence
|
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The address of the principal business office for all Reporting Persons is:
2800 Sand Hill Road, Suite 101
Menlo Park, CA 94025
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Item 2(c).
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Citizenship
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The citizenship or place of organization of each of the Reporting Persons is set forth on such Reporting Person’s cover page.
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Item 2(d).
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Title of Class of Securities
|
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Class A common stock, par value $0.0001 per share (the “Common Stock”).
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Item 2(e).
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CUSIP Number
|
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03783C100
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not applicable
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(a)
|
[ ]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
|
[ ]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 73c).
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(c)
|
[ ]
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
|
[ ]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
|
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(e)
|
[ ]
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
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(f)
|
[ ]
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An employee benefit plan or endowment fund in accordance with §240.13d 1(b)(1)(ii)(F).
|
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(g)
|
[ ]
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
|
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(h)
|
[ ]
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
|
|
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(i)
|
[ ]
|
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
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(j)
|
[ ]
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A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
|
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(k)
|
[ ]
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Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:____________________
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Item 4.
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Ownership
|
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The information set forth in Rows 5 through 11 of the cover pages to this Schedule 13G is incorporated herein by reference for each Reporting Person.
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Item 5.
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Ownership of Five Percent or Less of a Class
|
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].
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|
Not applicable.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
|
|
Not applicable.
|
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Item 7.
|
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
|
|
Not Applicable.
|
|
|
Item 8.
|
Identification and Classification of Members of the Group
|
|
Not Applicable.
|
|
|
Item 9.
|
Notice of Dissolution of Group
|
|
Not Applicable.
|
|
|
Item 10.
|
Certification
|
|
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and were not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and were not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under Rule 14a-11.
|
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|
SCGE GENPAR, LTD.
|
||
|
By:
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/s/ Jeffrey Wang
|
|
|
Name: Jeffrey Wang
Title: Director
|
||
|
SCGE (LTGP), L.P.
|
||
|
By:
|
SCGE GenPar, Ltd., its General Partner
|
|
|
By:
|
/s/ Jeffrey Wang
|
|
|
Name: Jeffrey Wang
Title: Director
|
||
|
SCGE FUND, L.P.
|
||
|
By:
|
SCGE (LTGP), L.P., its General Partner
|
|
|
By:
|
SCGE GenPar, Ltd., its General Partner
|
|
|
By:
|
/s/ Jeffrey Wang
|
|
|
Name: Jeffrey Wang
Title: Director
|
||
|
SCGE MANAGEMENT, L.P.
|
||
|
By:
|
SCGE GenPar, Ltd., its General Partner
|
|
|
By:
|
/s/ Jeffrey Wang
|
|
|
Name: Jeffrey Wang
Title: Director
|
||
|
/s/ Jeffrey Wang
|
||
|
Jeffrey Wang
|
||