Equity awards for AppFolio (APPF) General Counsel include RSU vesting and tax share withholding

Rhea-AI Filing Summary

AppFolio Inc.'s General Counsel, Evan Pickering, reported equity compensation activity in Class A Common Stock on February 10, 2026. He acquired 2,648 shares at a reference price of $188.30 per share through the vesting of performance-based restricted stock units granted under the 2025 Omnibus Incentive Plan.

On the same date, a series of transactions labeled with code F show small blocks of shares being withheld by the company to cover minimum tax withholding obligations tied to the vesting of both performance-based and time-based restricted stock units granted between 2022 and 2025. After these transactions, Pickering directly beneficially owned 7,480 Class A shares.

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).

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^*

Pickering Evan

(Last) (First) (Middle)

70 CASTILIAN DRIVE

(Street)

SANTA BARBARA CA 93117

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

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		A		2,648(1)	A	$188.3	8,027	D
Class A Common Stock	02/10/2026		F		358(2)	D	$188.3	7,669	D
Class A Common Stock	02/10/2026		F		27(3)	D	$188.3	7,642	D
Class A Common Stock	02/10/2026		F		39(4)	D	$188.3	7,603	D
Class A Common Stock	02/10/2026		F		64(5)	D	$188.3	7,539	D
Class A Common Stock	02/10/2026		F		59(6)	D	$188.3	7,480	D

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. Consists of Class A Common Stock granted by the Issuer in connection with the vesting on February 10, 2026 of the performance-based restricted stock units ("PSUs") granted to the Reporting Person on January 29, 2025 pursuant to the Issuer's 2025 Omnibus Incentive Plan.

2. Consists of Class A Common Stock withheld by the Issuer to satisfy the minimum tax withholding obligations of the Reporting Person arising in connection with the vesting on February 10, 2026 of PSUs previously granted to the Reporting Person on January 29, 2025 pursuant to the Issuer's 2025 Omnibus Incentive Plan.

3. Consists of Class A Common Stock withheld by the Issuer to satisfy the minimum tax withholding obligations of the Reporting Person arising in connection with the vesting on February 10, 2026 of the time-based restricted stock units ("RSUs") previously granted to the Reporting Person on January 28, 2025 pursuant to the Issuer's 2025 Omnibus Incentive Plan.

4. Consists of Class A Common Stock withheld by the Issuer to satisfy the minimum tax withholding obligations of the Reporting Person arising in connection with the vesting on February 10, 2026 of the RSUs previously granted to the Reporting Person on March 5, 2024 pursuant to the Issuer's 2015 Stock Incentive Plan.

5. Consists of Class A Common Stock withheld by the Issuer to satisfy the minimum tax withholding obligations of the Reporting Person arising in connection with the vesting on February 10, 2026 of the RSUs previously granted to the Reporting Person on March 6, 2023 pursuant to the Issuer's 2015 Stock Incentive Plan.

6. Consists of Class A Common Stock withheld by the Issuer to satisfy the minimum tax withholding obligations of the Reporting Person arising in connection with the vesting on February 10, 2026 of the RSUs previously granted to the Reporting Person on February 9, 2022 pursuant to the Issuer's 2015 Stock Incentive Plan.

Remarks:

	/s/ Evan Pickering	02/12/2026
	** 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

What insider transactions did APPF General Counsel Evan Pickering report?

Evan Pickering reported equity compensation activity involving AppFolio Class A Common Stock. He received 2,648 shares from vesting performance-based restricted stock units and had additional shares withheld by the company to satisfy tax obligations related to multiple restricted stock unit grants vesting on February 10, 2026.

How many AppFolio (APPF) shares did Evan Pickering acquire in this Form 4?

Pickering acquired 2,648 shares of AppFolio Class A Common Stock. These shares were granted upon vesting of performance-based restricted stock units awarded on January 29, 2025 under the company’s 2025 Omnibus Incentive Plan, reflecting standard equity compensation rather than an open-market stock purchase.

Why were some APPF shares disposed of in Evan Pickering’s Form 4 filing?

Several transactions coded F reflect shares withheld to cover minimum tax withholding obligations. These withholdings relate to the vesting of both performance-based and time-based restricted stock units granted between 2022 and 2025, rather than discretionary sales executed in the open market by Evan Pickering.

What is Evan Pickering’s APPF share ownership after the reported transactions?

Following the reported Form 4 transactions, Evan Pickering directly beneficially owned 7,480 shares of AppFolio Class A Common Stock. This figure reflects the net result after receiving vested shares and having some shares withheld by the company to satisfy associated tax obligations on February 10, 2026.

What compensation plans are referenced in Evan Pickering’s APPF Form 4?

The filing references AppFolio’s 2025 Omnibus Incentive Plan and 2015 Stock Incentive Plan. Performance-based and time-based restricted stock units that vested on February 10, 2026 were originally granted under these plans between 2022 and 2025, leading to the share grant and related tax withholding transactions.

Do the Form 4 transactions indicate open-market buying or selling of APPF stock?

The Form 4 primarily reflects equity awards and tax-related share withholding, not open-market trading. Shares were granted upon vesting of restricted stock units, and additional shares were withheld by AppFolio solely to meet minimum tax obligations tied to those vesting events on February 10, 2026.