APPIAN CORP 10-Q

Item 5. OTHER INFORMATION The information set forth below is included herein for purposes of providing disclosure under various items of Form 8-K. Item 1.01 Entry into a Material Definitive Agreement Senior Secured Credit Facilities Credit Agreement On August 5, 2026, Appian Corporation (the “Company”) entered into a Senior Secured Credit Facilities Credit Agreement (the “Credit Agreement”) with the several banks and other financial institutions or entities from time to time parties to the Credit Agreement, as lenders (collectively, referred to as the “Lenders”), and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as administrative agent and collateral agent for the Lenders (in such capacity, the “Agent”) that replaces the Company’s existing Credit Agreement dated as of November 3, 2022 (as amended by that certain Joinder and First Amendment to Credit Agreement dated as of December 13, 2022, that certain Joinder and Second Amendment to Credit Agreement dated as of February 21, 2023, that certain Third Amendment to Credit Agreement and First Amendment to Guarantee and Collateral Agreement dated as of June 13, 2023, that certain Joinder, Consent and Fourth Amendment to Credit Agreement dated as of February 12, 2024, that certain Fifth Amendment to Credit Agreement dated as of March 12, 2024, that certain Sixth Amendment to Credit Agreement dated as of May 27, 2025, that certain Seventh Amendment to Credit Agreement dated as of September 3, 2025, that certain Eighth Amendment to Credit Agreement dated as of February 18, 2026, and that certain Ninth Amendment to Credit Agreement dated as of May 6, 2026, the “Original Credit Agreement”). The Credit Agreement provides for a five-year term loan facility in an aggregate principal amount of $60.0 million and up to $240.0 million for a revolving credit facility, including a letter of credit sub-facility in the aggregate availability amount of $50.0 million (as a sublimit of the revolving loan facility) and a swingline sub-facility in the aggregate availability amount of $25.0 million (as a sublimit of the revolving loan facility). The Company will use the proceeds of the facilities to refinance the Company’s existing credit facility under the Original Credit Agreement and for funding general corporate purposes, working capital requirements, and other strategic initiatives. 50 Under the Credit Agreement, the Company may elect whether amounts drawn bear interest on the outstanding principal amount at a rate per annum equal to either (a) the higher of the Prime rate or the Federal Funds Effective rate plus 0.5% (“Base Rate”), or (b) the forward-looking term rate based on the secured overnight financing rate (“Term SOFR”), plus a margin. The additional interest rate margin ranges from 0.25% to 1% in the case of Base Rate advances and from 1.25% to 2% in the case of Term SOFR advances, depending on the Company’s Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement). The Company’s obligations are secured on a senior lien basis by a security interest, in all of the Company’s right, title, and interest in, to and under substantially all of its assets, including its intellectual property, subject to limited exceptions, including permitted liens. The Credit Agreement contains customary representations, warranties and covenants, including covenants by the Company limiting additional indebtedness, guaranties, liens, fundamental changes, mergers and consolidations, dispositions of assets, investments, paying dividends on capital stock or redeeming, repurchasing or retiring capital stock, or prepaying certain junior indebtedness and preferred stock, certain corporate changes, and transactions with affiliates. The Credit Agreement also provides for customary events of default, including but not limited to non-payment, breaches or defaults in the performance of covenants, insolvency, bankruptcy, and the occurrence of a material adverse effect on the Company. The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement to be filed as an exhibit to the Company’s report on Form 10-Q for the quarter ending September 30, 2026, at which time it will be incorporated herein by reference. Item 1.02 Termination of a Material Definitive Agreement On August 5, 2026, in connection with the Company’s entry into the Credit Agreement, as described in Item 1.01 of this report, the Original Credit Agreement was terminated. Proceeds from the Credit Agreement were used to pay off the outstanding principal, interest and fees under the Original Credit Agreement. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant The information related to the Credit Agreement set forth in Item 1.01 above is incorporated herein by reference under this Item 2.03. 51 Item 6. EXHIBITS Exhibit Description Reference 3.1 Amended and Restated Certificate of Incorporation of Appian Corporation. Previously filed as Exhibit 3.2 to Amendment No.3 to the Company’s Registration Statement on Form S-1 (File No. 333-217510), filed with the Securities and Exchange Commission on May 12, 2017, and incorporated herein by reference. 3.2 Amended and Restated Bylaws of Appian Corporation. Previously filed as Exhibit 3.4 to Amendment No.2 to the Company’s Registration Statement on Form S-1 (File No. 333-217510), filed with the Securities and Exchange Commission on May 10, 2017, and incorporated herein by reference. 4.1 Form of Class A common stock certificate of Appian Corporation. Previously filed as Exhibit 4.1 to Amendment No.3 to the Registrant’s Registration Statement on Form S-1 (File No.333-217510), filed with the Securities and Exchange Commission on May 12, 2017, and incorporated herein by reference. 4.3 Amended and Restated 2017 Equity Incentive Plan. F iled herewith. 10.1 Ninth Amendment to Credit Agreement, dated as of May 6, 2026, by and among Appian Corporation, Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, Wells Fargo Bank, N.A., Comerica Bank, MUFG Bank, Ltd., Customers Bank, The Toronto-Dominion Bank, New York Branch, and The Bank of Nova Scotia. Filed herewith. 31.1 Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Attached. 31.2 Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Attached. 32.1 * Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Attached. 101.INS XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document. Attached. 101.SCH XBRL Taxonomy Extension Schema Document Attached. 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document Attached. 101.DEF XBRL Taxonomy Extension Definition Linkbase Document Attached. 101.LAB XBRL Taxonomy Extension Label Linkbase Document Attached. 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document Attached. 104 Cover page formatted as Inline XBRL and contained in Exhibit 101 Attached. * The certifications furnished in Exhibit 32.1 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent the company specifically incorporates it by reference. 52 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. APPIAN CORPORATION August 6, 2026 By: /s/ Matthew Calkins /s/ Srdjan Tanjga Name: Matthew Calkins Name: Srdjan Tanjga Title: Chief Executive Officer and Chairman of the Board (Principal Executive Officer) Title: Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) 53