Item 2. Unregistered Sales of Equity Securities
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
a. Recent Sales of Unregistered Equity Securities
Not applicable.
b. Use of Proceeds
Not applicable.
c. Issuer Purchases of Equity Securities
Employee Stock Purchase Plan
Total number of shares purchased (1)
Average price paid per share Total number of shares purchased as part of publicly announced plan Maximum number of shares that may yet be purchased under the plan (2)
April 1 to April 30, 2026 9,482 $ 24.09 9,482 676,332
May 1 to May 31, 2026 12,215 $ 22.03 12,215 664,117
June 1 to June 30, 2026 10,159 $ 24.78 10,159 653,958
Total 31,856 $ 23.52 31,856 653,958
(1) Shares purchased represent shares purchased on the open market pursuant to the Appian Corporation Employee Stock Purchase Plan (“ESPP”), which was approved by the Company’s stockholders on June 11, 2021. The ESPP provides employees with an opportunity to purchase the Company’s common stock through payroll deductions and provides for a Company match of 5% to 15%, subject to limits set forth in the ESPP. Shares purchased under the ESPP are deposited into the participants’ accounts.
(2) Because the number of shares that may be purchased under the ESPP depends on each employee’s voluntary election to participate, their contribution elections, and the fair market value of our Class A Common Stock at various future dates, the actual number of shares that may be purchased under the plan cannot be determined in advance. We have filed a registration statement on S-8 that covers 1,000,000 shares.
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Share Repurchase Program
Total number of shares purchased (1)
Average price paid per share Total number of shares purchased as part of publicly announced program
Approximate dollar value of shares that may yet be purchased under the program
April 1 to April 30, 2026 244,198 $ 20.84 244,198 $ 73,122,113
May 1 to May 31, 2026 372,453 $ 21.19 372,453 $ 65,229,833
June 1 to June 30, 2026 1,231,237 $ 25.10 1,231,237 $ 34,325,785
Total 1,847,888 $ 23.75 1,847,888 $ 34,325,785
(1) On February 17, 2026, the Company announced its Board of Directors authorized a program to repurchase up to $50.0 million of our common stock from February 2026 to February 2028. On May 5, 2026, the Board of Directors approved an additional $50.0 million for the Share Repurchase Program, bringing the total aggregate authorization under the program to $100.0 million. All other terms and conditions of the Share Repurchase Program remain unchanged.
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
Item 4. MINE SAFETY DISCLOSURES
Not applicable.
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