AppFolio 10 % owner trims stake via 10b5-1 plan, keeps large holding

Rhea-AI Filing Summary

APPF – Form 4 insider activity (filed 5 Aug 2025)

10 % owner/director Maurice J. Duca disclosed a series of open-market sales of AppFolio Class A common stock on 4 Aug 2025, executed under a Rule 10b5-1 plan adopted 13 Dec 2024. In total, 5,600 shares were sold across 18 transactions at weighted-average prices between $317.96 and $325.22, generating roughly $1.8 million in proceeds.

• Direct account: 2,500 shares sold; new balance 80,795 shares.
• Family Trust: 1,800 shares sold; new balance 56,400 shares.
• Pension Trust: 1,300 shares sold; new balance 42,400 shares.
• LLC interests (unchanged): 26,667 + 142,857 + 9,805 shares.

Duca continues to control about 358,924 shares after the trades, preserving his >10 % ownership stake. No derivative positions, option exercises, or new acquisitions were reported.

The filing signals routine diversification rather than a strategic exit, but investors may note the steady disposition pattern at near-all-time-high price levels.

Positive

• Rule 10b5-1 plan indicates pre-scheduled, non-reactive selling, lowering insider-signal risk.
• Large residual holding (≈359 k shares) suggests continued long-term alignment with shareholders.

Negative

• Net insider selling of 5,600 shares at record price levels may be perceived as profit-taking.
• Director/10 % owner trimming stake can create short-term sentiment pressure.

Insights

Equity Analyst

TL;DR: 10 % owner sold 5.6k APPF shares (~$1.8 m); stake remains large, impact neutral.

The sale equals ~1.5 % of Duca’s total APPF exposure and <0.2 % of average daily volume, so market impact should be limited. Proceeds appear to be opportunistic, taken near record highs, yet the Rule 10b5-1 plan and remaining 359 k-share stake mitigate bearish interpretation. No governance red flags or sudden departures accompany the filing. Overall, I view the action as routine liquidity management with neutral valuation implications.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DUCA MAURICE J

(Last) (First) (Middle)

C/O IGSB, INC.

1485 E. VALLEY ROAD, SUITE H

(Street)

SANTA BARBARA CA 93108

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
APPFOLIO INC [ APPF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/04/2025		S(1)		500	D	$318.41(2)	82,795	D
Class A Common Stock	08/04/2025		S(1)		351	D	$319.8(3)	82,444	D
Class A Common Stock	08/04/2025		S(1)		449	D	$320.76(4)	81,995	D
Class A Common Stock	08/04/2025		S(1)		400	D	$321.87(5)	81,595	D
Class A Common Stock	08/04/2025		S(1)		400	D	$322.78(6)	81,195	D
Class A Common Stock	08/04/2025		S(1)		400	D	$324.2(7)	80,795	D
Class A Common Stock	08/04/2025		S(1)		400	D	$318.5(8)	57,800	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		200	D	$319.72(9)	57,600	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		200	D	$320.52	57,400	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		400	D	$321.96(10)	57,000	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		300	D	$323.03(11)	56,700	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		100	D	$323.92	56,600	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		200	D	$325.06(12)	56,400	I	By Family Trust
Class A Common Stock	08/04/2025		S(1)		300	D	$318.63(13)	43,400	I	By Pension Trust(14)
Class A Common Stock	08/04/2025		S(1)		200	D	$320.34(15)	43,200	I	By Pension Trust(14)
Class A Common Stock	08/04/2025		S(1)		500	D	$321.79(16)	42,700	I	By Pension Trust(14)
Class A Common Stock	08/04/2025		S(1)		100	D	$322.65	42,600	I	By Pension Trust(14)
Class A Common Stock	08/04/2025		S(1)		100	D	$323.93	42,500	I	By Pension Trust(14)
Class A Common Stock	08/04/2025		S(1)		100	D	$325.22	42,400	I	By Pension Trust(14)
Class A Common Stock								26,667	I	By IGSB Cardinal I, LLC(17)
Class A Common Stock								142,857	I	By IGSB Gaucho Fund I, LLC(18)
Class A Common Stock								9,805	I	By IGSB Cardinal Core BV, LLC(19)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Sales made pursuant to a 10(b)5-1 trading plan previously adopted by the Reporting Person on December 13, 2024.

2. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $317.96 to $318.90, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $319.23 to $320.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $320.27 to $321.16, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $321.31 to $322.17, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $322.54 to $323.22, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

7. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $323.92 to $324.74, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

8. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $318.28 to $318.83, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

9. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $319.28 to $320.15, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

10. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $321.64 to $322.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

11. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $322.71 to $323.62, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

12. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $324.93 to $325.19, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

13. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $318.30 to $318.84, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

14. These Class A Shares are held by a pension trust of which the Reporting Person is the sole trustee and who, in that capacity, possesses sole voting and sole dispositive power over these Class A Shares. However, the Reporting Person does not possess any pecuniary interest in these Class A Shares.

15. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $320.14 to $320.53, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

16. This price reflects the weighted average price at which these shares were sold. The shares were sold in multiple transactions at prices ranging from $321.37 to $322.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

17. These Class A Shares are owned by IGSB Cardinal I, LLC, a limited liability company, of which the Reporting Person is the managing member. In that capacity, the Reporting Person possesses sole voting and dispositive power over these Class A Shares. However, the Reporting Person disclaims beneficial ownership in these Class A Shares, except to the extent of any pecuniary interest he may have therein.

18. These Class A Shares are owned by IGSB Gaucho Fund I, LLC, a limited liability company, of which the Reporting Person is the managing member. In that capacity, the Reporting Person possesses sole voting and dispositive power over these Class A Shares. However, the Reporting Person disclaims beneficial ownership in these Class A Shares, except to the extent of any pecuniary interest he may have therein.

19. These Class A Shares are owned by IGSB Cardinal Core BV, LLC, a limited liability company, of which the Reporting Person is the managing member. In that capacity, the Reporting Person possesses sole voting and dispositive power over these Class A Shares, but he disclaims beneficial ownership in these Class A Shares, except to the extent of any pecuniary interest he may have therein.

	/s/ Kimberly Shea, Attorney-in-Fact for Maurice J. Duca	08/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

How many APPF shares did Maurice J. Duca sell on 4 Aug 2025?

He sold 5,600 Class A shares across 18 separate trades.

At what prices were the APPF shares sold?

Weighted-average sale prices ranged from $317.96 to $325.22 per share.

Does Duca still own more than 10 % of AppFolio?

Yes. After the sales he controls about 358,924 shares, maintaining a >10 % position.

Were the sales part of a pre-arranged plan?

Yes, all trades were executed under a Rule 10b5-1 plan adopted 13 Dec 2024.

Did the filing disclose any option exercises or new derivative positions?

No. Table II shows no derivative securities acquired or disposed.