DEF 14A of Appfolio Inc, Apr 28, 2026

DEF 14A of Appfolio Inc

Filed Apr 28, 2026 · FY20250001433195-26-000031

Open on EDGAR

  1. Director Nominees and Continuing Directors

    Director Nominees and Continuing Directors The following table sets forth certain summary information concerning our director nominees and continuing directors as of April 28, 2026:

  2. Director Nominees and Continuing Directors

    | Name | Class | Age | Position | Director Since | Current Term Expires | | Nominees: | | | | | | | Olivia Nottebohm(1)(2) | II | 48 | Director | 2023 | 2026 | | Saori Casey | II | 58 | Director | 2026 | 2026 | | Continuing Directors: | | | | | | | Shane Trigg | III | 51 | President, Chief Executive Officer and Director | 2023 | 2027 | | Winifred Webb(3)(4) | III | 68 | Chairperson of the Audit Committee | 2019 | 2027 | | Andreas von Blottnitz(1)(3) | I | 60 | Chairperson of the Board of Directors and Chairperson of the Compensation Committee | 2007 | 2028 | | Agnes Bundy Scanlan(2)(3)(4) | I | 68 | Chairperson of the Risk and Compliance Oversight Committee | 2020 | 2028 | | Janet Kerr(1)(2)(4) | I | 71 | Chairperson of the Nominating and Corporate Governance Committee | 2015 | 2028 |

  3. Director Nominees and Continuing Directors

    (1)Serves as a member of our Compensation Committee. (2)Serves as a member of our Risk and Compliance Oversight Committee. (3)Serves as a member of our Audit Committee. (4)Serves as a member of our Nominating and Corporate Governance Committee.

  4. Director Nominees and Continuing Directors

    | | 5 | 2026 Proxy Statement |

  5. Director Nominees and Continuing Directors

    The biographies of each of the director nominees and continuing directors below contain information regarding each such person’s (i) service as a director, (ii) relevant business experience, and (iii) public company director positions held currently or at any time during the last five years. The information provided below also addresses for each director nominee and continuing director the specific experiences, qualifications, attributes or skills that led to the Board's conclusion that the person should serve as a director. In addition to the information presented below regarding each director nominee's and continuing director's specific experiences, qualifications, attributes and skills, we believe each of our directors has a reputation for integrity, honesty and adherence to high ethical standards, and has demonstrated business acumen and an ability to exercise sound judgment, as well as a commitment to serve AppFolio, our stockholders, and our Board. Although the Board does not have a specific diversity policy, we believe that the diversity in professional experience, race, ethnicity, gender identity, age, cultural background, and personal background among our directors and the differing experiences and viewpoints stemming therefrom enhance the overall performance of our Board, including in understanding opportunities, anticipating challenges and assessing risks. Director Nominees: Nominees for Election at the Annual Meeting for an Additional Three-Year Term Expiring at the 2029 Annual Meeting of Stockholders (Class II Directors) (Current Term Expires at the Annual Meeting)

  6. Director Nominees and Continuing Directors

    | | | Olivia Nottebohm has served as a member of our Board since 2023. Ms. Nottebohm has more than 20 years of experience in online software and has served in a number of senior positions overseeing sales, marketing, support, partnerships, strategy, human resources and operations. Since 2023, she has served as the Chief Operating Officer at Box (NYSE: BOX), a content cloud platform provider, where she leads the global go-to-market organization. Prior to this, Ms. Nottebohm served as the Chief Revenue Officer and an advisor to the CEO of Notion Labs, Inc., the maker of a cloud-based productivity platform, from 2021 to 2022, and the Chief Operating Officer at Dropbox, Inc. (Nasdaq: DBX), a file storage and sharing service provider from 2020 to 2021. Her experience also includes roles as Vice President of SMB Sales and GTM Operations, Google (Nasdaq: GOOG) Cloud and Senior Director, Americas GTM Operations, Google Ads and a partner at McKinsey & Company. She currently serves on the Board of Directors of Lightmatter, Inc. She received a B.A. in Economics from Harvard University and an M.B.A. from the Stanford Graduate School of Business. We believe Ms. Nottebohm's background in the SaaS industry, as well as her robust management and consulting experience, qualify her to serve on our Board. | | | Olivia Nottebohm | | | | Age: 48 Director Since: 2023 Class: II | |

  7. Director Nominees and Continuing Directors

    | | 6 | 2026 Proxy Statement |

  8. Director Nominees and Continuing Directors

    | | | Saori Casey has served as a member of our Board since 2026. Ms. Casey is the Chief Financial Officer of Sonos, Inc. (Nasdaq: SONO), an audio platform company specializing in multi-room audio, a position she has held since 2024. From 2011 to 2023, Ms. Casey served as the Vice President of Financial Planning and Analysis and Investor Relations at Apple, Inc. (Nasdaq: AAPL), a designer and manufacturer of consumer electronics and a variety of services, where she also managed compensation and benefit programs. Prior to that, Ms. Casey spent 15 years at Cisco Systems, Inc. (Nasdaq: CSCO) in various finance leadership roles. She currently serves on the Board of Directors of Houzz, Inc. Ms. Casey received a B.A. in Economics from the University of California, Santa Barbara and an M.B.A. from the Peter F. Drucker Graduate School of Management at Claremont Graduate University, where she has served as a member of the Drucker Advisory Board since 2018. We believe Ms. Casey’s extensive financial leadership in the consumer electronics and technology industries, as well as her deep financial and compensation expertise, qualify her to serve on our Board. | | | Saori Casey | | | | Age: 58 Director Since: 2026 Class: II | |

  9. Election of Director Nominees

    Election of Director Nominees Directors will be elected by a plurality of the combined voting power of the outstanding shares of our Class A Common Stock and Class B Common Stock present virtually or represented by proxy and entitled to vote on the election of directors at the Annual Meeting. This means that the two director nominees for Class II director who receive the most FOR votes will be elected as directors. Broker non-votes and withheld votes will have no effect on the outcome of the election. Unless you direct otherwise through your proxy voting instructions, the persons named as proxies will vote all proxies received FOR the election of each of the director nominees. If any director nominee is unable to, or for good cause will not, serve at the time of the Annual Meeting, the persons named as proxies may vote for a substitute director nominee chosen by our Board. In the alternative, the proxies may vote only for any remaining director nominees, leaving one or more vacancies on our Board.

  10. Election of Director Nominees

    | | OUR BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTE "FOR" THE ELECTION OF EACH OF THE DIRECTOR NOMINEES. |

  11. Election of Director Nominees

    | | 7 | 2026 Proxy Statement |

  12. Continuing Directors: Continuing in Office with a Term Expiring at the 2027 Annual Meeting of Stockholders (Class III Directors)

    Continuing Directors: Continuing in Office with a Term Expiring at the 2027 Annual Meeting of Stockholders (Class III Directors)

  13. Continuing Directors: Continuing in Office with a Term Expiring at the 2027 Annual Meeting of Stockholders (Class III Directors)

    | | | Shane Trigg serves as our President & Chief Executive Officer. Prior to his appointment to this role in March 2023, he served as President & General Manager, Real Estate, from April 2020 to February 2023. From 2012 to 2020, Mr. Trigg served as a Senior Vice President, Commerce Cloud, and Senior Vice President, Marketing Cloud, at Salesforce (NYSE: CRM). From 2004 to 2011, Mr. Trigg held various leadership positions at Intuit, Inc. (Nasdaq: INTU) within the Intuit Real Estate Solutions division (now MRI Software), including as Vice President, Global Sales and Marketing. Mr. Trigg received a B.S. from The Ohio State University and an M.B.A. from the University of Notre Dame. We believe Mr. Trigg is qualified to serve on our Board due to his deep institutional knowledge as our CEO, his more than 25-year track record of leadership in the technology and SaaS industries, and his extensive expertise in strategic planning and large-scale operations. | | | Shane Trigg | | | | Age: 51 Director Since: 2023 Class: III | |

  14. Continuing Directors: Continuing in Office with a Term Expiring at the 2027 Annual Meeting of Stockholders (Class III Directors)

    | | | Winifred Webb has served as a member of our Board since 2019. Ms. Webb is the founder of Kestrel Corporate Advisors, an advisory services firm. Prior to that, Ms. Webb was Managing Director at Tennenbaum Capital Partners from 2010 to 2013 and, before that, a member of the senior executive team at Ticketmaster Entertainment, Inc. from 2008 to 2010. Prior to joining Ticketmaster, Ms. Webb served for 20 years with The Walt Disney Company in various senior positions, including as Senior Vice President of Investor Relations and Shareholder Services, and in governance outreach, corporate treasury, and as Executive Director of The Walt Disney Company Foundation. Before Disney, she held roles in investment banking. Ms. Webb is a National Association of Corporate Directors Board Leadership Fellow. She currently serves on the Board of Directors of ABM Industries Incorporated (NYSE: ABM) and Wynn Resorts, Limited (Nasdaq: WYNN), and on the Board of Trustees of AMH (NYSE: AMH). Ms. Webb has served on several other public company boards, including TiVo and 9Spokes. Ms. Webb received her B.A. from Smith College and her M.B.A. from Harvard University. In addition, she earned the CERT Certificate in Cybersecurity Oversight from Carnegie Mellon. We believe Ms. Webb's extensive experience as a senior finance and investor relations executive, her involvement in real estate-related and digital companies, and her service as a public company director qualify her to serve on our Board. | | | Winifred Webb | | | | Age: 68 Director Since: 2019 Class: III | |

  15. Continuing Directors: Continuing in Office with a Term Expiring at the 2027 Annual Meeting of Stockholders (Class III Directors)

    | | 8 | 2026 Proxy Statement |

  16. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

  17. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    | | | Andreas von Blottnitz has served as Chairperson of the Board since 2007. Mr. von Blottnitz was a venture partner of BV Capital Management, LLC, a venture capital firm, from 2005 to 2021. From 1999 to 2004, he served as the Chief Executive Officer of ExpertCity, Inc., which was acquired by Citrix Online and later merged into GoTo. He currently serves on the Board of Directors of a number of private companies. He received a B.A. in Business Sciences from Wirtschaftsakademie in Hamburg, Germany. We believe Mr. von Blottnitz’s background as a director and officer of multiple companies in the technology industry, his extensive investing experience, and his leadership and strategic planning skills qualify him to serve on our Board. | | | Andreas von Blottnitz | | | | Age: 60 Director Since: 2007 Class: I | |

  18. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    | | | Agnes Bundy Scanlan has served as a member of our Board since 2020. Ms. Bundy Scanlan is the Chief Executive Officer of The Cambridge Group LLC, a strategy and risk management advisory firm, a position she has held since 2020. Prior to that, she was senior advisor for Treliant, LLC, where she counseled financial services firms on various challenges, including strategy, governance, regulatory, compliance, and risk management matters from 2017 to 2020 and 2012 to 2015. From 2015 to 2017, she served as the Northeast Regional Director of Supervision Examinations for the Consumer Financial Protection Bureau. Previously, she also served as Chief Regulatory Officer, Chief Compliance Officer, and Chief Privacy Officer, at TD Bank, practiced law at Goodwin Procter LLP, held various C-suite roles at Bank of America and Fleet Boston and served as legal counsel to the United States Senate Budget Committee. She currently serves on the Board of Directors of Truist Financial Corporation (NYSE: TFC) and iCapital. Ms. Bundy Scanlan holds an A.B. from Smith College and a J.D. from Georgetown University Law Center and several Bar memberships, and has earned the CERT Certificate from the Universities of Cambridge and Oxford Programs in Digital Transformation and Disruptive Technologies; the Certificate in Artificial Intelligence and the Certificate in Cybersecurity from MIT; two Certificates in Cybersecurity Oversight from Harvard University; and the CERT Certificate in Cybersecurity Oversight from Carnegie Mellon. We believe Ms. Bundy Scanlan's extensive risk management, regulatory, compliance, legal, banking, executive management, and government affairs experience, together with her serving as a director of other public companies, qualify her to serve on our Board. | | | Agnes Bundy Scanlan | | | | Age: 68 Director Since: 2020 Class: I | |

  19. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    | | 9 | 2026 Proxy Statement |

  20. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    | | | Janet Kerr has served as a member of our Board since 2015. Ms. Kerr is professor of Law Emeritus at the Caruso School of Law at Pepperdine University where she taught for over 30 years in the areas of corporate law and corporate governance. Ms. Kerr occupied the Laure Sudreau Chair and formerly served as Vice Chancellor of Pepperdine University. She is a well-known author in the areas of securities, corporate law and corporate governance, having published several articles and a book on the subjects. Ms. Kerr has founded or co-founded several technology companies, including X-Labs and a data analytics company acquired by Bloomberg. She currently serves on the Board of Directors of La-Z-Boy, Inc. (NYSE: LZB) and Tilly’s, Inc. (NYSE: TLYS). Ms. Kerr has served on several other public company boards including Carl’s Jr./Hardee’s, TSI, Inc., and Fidelity National Financial. She is currently a member of the National Association of Corporate Directors and has earned the CERT Certificate in Cybersecurity Oversight from Carnegie Mellon, the Certificate from the University of Cambridge Program in Disruptive Technologies, the Certificate in Artificial Intelligence from MIT, and the Certificate in Generative Artificial Intelligence from MIT. Ms. Kerr is also a certified mediator. We believe Ms. Kerr’s extensive corporate governance experience, together with her experience serving as a director of other public companies, qualify her to serve on our Board. | | | Janet Kerr | | | | Age: 71 Director Since: 2015 Class: I | |

  21. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    | | 10 | 2026 Proxy Statement |

  22. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    | | PROPOSAL TWO: | | | Ratification of the Appointment of Our Independent Registered Public Accounting Firm |

  23. Continuing Directors: Continuing in Office with a Term Expiring at the 2028 Annual Meeting of Stockholders (Class I Directors)

    Our Audit Committee has appointed PwC as our independent registered public accounting firm to perform the audit of our consolidated financial statements for the fiscal year ending December 31, 2026. PwC has served as our independent registered public accounting firm since 2011. Our Audit Committee annually reviews the independent registered public accounting firm’s independence, including reviewing all relationships between the firm and us and any disclosed relationships or services that may impact the objectivity and independence of the firm, as well as the firm’s performance. As a matter of good corporate governance, our Board is submitting the appointment of PwC to our stockholders for ratification. We expect a representative of PwC will attend the Annual Meeting and be available to respond to appropriate questions. The representative will have an opportunity to make a statement if he or she so chooses.

  24. Director Compensation Program

    Director Compensation Program Our Board of Directors, upon the recommendation of the Compensation Committee, oversees our non-employee director compensation program. The Compensation Committee reviews director compensation annually against market practices at similarly situated companies to ensure our program remains competitive and capable of attracting and retaining highly qualified directors. The program is designed to align the interests of our directors with those of our stockholders through a combination of cash and equity-based compensation.

  25. Director Compensation Table

    Director Compensation Table The following table provides information regarding the total compensation that was paid or granted during 2025 to each of our eligible directors who elected to receive compensation in accordance with our Director Compensation Program:

  26. Director Compensation Table

    | Name(1) | Fees Earned or Paid in Cash(2) ($) | Stock Awards(3) ($) | Total ($) | | Timothy Bliss | — | — | — | | Andreas von Blottnitz | 110,000 | 149,883 | 259,883 | | Robert Donald Casey III(4) | — | 381,919 | 381,919 | | Saori Casey | — | — | — | | Janet Kerr | 110,000 | 149,883 | 259,883 | | Olivia Nottebohm | 53,049 | 149,883 | 202,932 | | Agnes Bundy Scanlan | 103,049 | 149,883 | 252,932 | | Shane Trigg | — | — | — | | Winifred Webb | 100,000 | 149,883 | 249,883 | | Alex Wolf | — | — | — |

  27. Director Compensation Table

    (1)Messrs. Bliss and Trigg were not eligible to receive compensation pursuant to our Director Compensation Program, and therefore did not receive any compensation in respect of their service on the Board during 2025. Mr. Wolf elected not to receive compensation for his services on the Board in 2025. Ms. Casey became a director effective as of February 12, 2026. (2)Amounts shown in this column reflect the total cash retainer earned by each director for Board and committee service during 2025. Ms. Nottebohm was appointed to the Compensation Committee on September 10, 2025, and Ms. Bundy Scanlan was appointed to the Nominating and Corporate Governance Committee on September 10, 2025. Each of Ms. Nottebohm and Ms. Bundy Scanlan received a pro-rated cash retainer for their service on such committees in 2025. (3)Amounts shown in this column do not necessarily reflect the actual value realized or to be realized by the directors or the amount of stock-based compensation expense reported within our consolidated financial statements. Instead, the amounts shown reflect the total grant date fair market value of each restricted stock unit award granted to the non-employee directors in 2025 , computed in accordance with the provisions of Financial Accounting Standards Board’s Accounting Standard Codification 718 ("FASB ASC Topic 718"). Assumptions used in the calculation of these amounts are included in Note 2 of the notes to our consolidated financial statements included in our 2025 Annual Report. As required by SEC rules and regulations, the amounts shown exclude the impact of estimated forfeitures related to service-based vesting conditions. Each of these stock awards vests in full on the one-year anniversary of the grant date and is subject to the director's continuous service. All equity grants to our directors during 2025 were made pursuant to the 2025 Plan. As of December 31, 2025, the following non-employee directors each held 672 unvested restricted stock units: Andreas von Blottnitz, Janet Kerr, Olivia Nottebohm, Agnes Bundy Scanlan, and Winifred Webb. (4)Mr. Casey elected to defer a portion of his 2025 cash compensation into restricted stock units pursuant to the Company’s Nonemployee Director Deferred Compensation Plan. The amount shown includes $19,697 attributable to such deferral, consisting of (i) 45 shares granted on May 1, 2025 with a fair market value of $216.32 per share and (ii) 39 shares granted on August 1, 2025 with a fair market value of $255.44 per share. These shares vested upon Mr. Casey’s departure from the Board on August 7, 2025. In connection with his departure, equity awards with an aggregate value of $362,222 were forfeited, consisting of (i) 1,141 shares from the new director grant (fair market value of $218.94 per share on the April 3, 2025 grant date) and (ii) 504 shares from the prorated annual director grant (fair market value of $223.04 per share on the June 27, 2025 grant date), with such annual grant prorated based on his service from April 3, 2025.

  28. Director Compensation Table

    | | 23 | 2026 Proxy Statement |

  29. Director Compensation Table

    | | Report of the Audit Committee |

  30. Director Compensation Table

    The Audit Committee is a committee of the Board comprised solely of independent directors as required by Nasdaq listing standards and the rules and regulations of the SEC. The Audit Committee operates under a written charter approved by the Board, which is available on our website at http://ir.appfolioinc.com. The Audit Committee reviews and assesses the adequacy of its charter and the Audit Committee’s performance on an annual basis. With respect to our financial reporting process, our management is responsible for (i) establishing and maintaining internal control and (ii) preparing our consolidated financial statements and a report on management's assessment of the effectiveness of our internal control over financial reporting. Our independent registered public accounting firm, PwC, is responsible for auditing these financial statements and the effectiveness of our internal control over financial reporting. It is the responsibility of the Audit Committee to oversee these activities. It is not the responsibility of the Audit Committee to prepare our financial statements; this is the fundamental responsibility of management. In the performance of its oversight function, the Audit Committee has: •Reviewed and discussed the audited financial statements and management's and PwC's evaluation of the effectiveness of our internal control over financial reporting with management and PwC; •Discussed with PwC the matters required to be discussed by the applicable requirements of the PCAOB and the SEC; and •Received the written disclosures and the letter from PwC required by the applicable requirements of the PCAOB, including Rule 3526 "Communication with Audit Committees Concerning Independence," regarding the independent accountant's communications with the Audit Committee concerning independence, and discussed with PwC its independence. The Audit Committee discussed the auditors' review of our quarterly financial information with the auditors prior to the release of such information and the filing of our quarterly reports with the SEC. The Audit Committee also met and held discussions with management and PwC with respect to our audited year-end financial statements. Based on the Audit Committee’s review and discussions with management and PwC, the Audit Committee recommended to the Board that the audited consolidated financial statements be included in the 2025 Annual Report. Respectfully submitted by the members of the Audit Committee of the Board:

  31. Annual Cash Performance Bonus

    Annual Cash Performance Bonus We provide each NEO with an annual at-risk cash bonus opportunity based on the Company's achievement of pre-established performance metrics pursuant to our annual Corporate Bonus Plan. The Compensation Committee and the Board select the annual performance metrics to align the interests of our executives with those of our stockholders by tying the bonus payout to Company performance against key metrics related to our strategic objectives.

  32. Annual Cash Performance Bonus

    | | 29 | 2026 Proxy Statement |

  33. Annual Cash Performance Bonus

    The Compensation Committee and the Board believe that the annual cash performance bonus reinforces a pay-for-performance culture by directly linking compensation outcomes to measurable results and ensuring that incentives reflect Company success. In designing the annual cash performance bonus for recommendation to the Board for approval, the Committee considers, among other things, the following: •Company performance objectives based on Board-approved annual targets, aligned with our long-term strategic objectives focused on sustainable growth. •The use of threshold, target, and maximum bonus payout levels to strike the right balance between compensation incentives and risk tolerance. With respect to fiscal year 2025, the Compensation Committee or Board, as appropriate, established target cash bonus amounts for each NEO, as set forth in the table below.

  34. Annual Cash Performance Bonus

    | Name | 2025 Target Cash Bonus Amount ($) | | Shane Trigg | 550,000 | | Tim Eaton | 240,000 | | Elizabeth Barat | 243,000 | | Evan Pickering | 175,001 | | Matt Mazza(1) | 252,000 |

  35. Annual Cash Performance Bonus

    (1)Mr. Mazza received a prorated portion of his annual cash performance bonus in 2025 in the amount of $219,462 pursuant to the terms of the Separation Agreement he entered into with the Company. Please see the section below entitled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement. The Committee and the Board determined such targets based on a number of items, including the executive’s responsibilities and base salary, our projected financial performance, and a review of compensation data in our industry.

  36. 2025 Performance Metrics and Payout Curve

    2025 Performance Metrics and Payout Curve The annual cash performance bonuses earned under the Corporate Bonus Plan are based entirely on the Company's performance relative to pre-established performance metrics for a one-year performance period ending on December 31, 2025. In 2025, the Compensation Committee and the Board selected the following performance metrics (the "2025 Performance Metrics"): •Residential property manager units added to our platform in 2025 via a new contract or contract addendum, net of cancellations (weighted 40%) ("Booked Residential Units"); •2025 annual GAAP consolidated revenue (weighted 30%) ("Revenue"); and •Adjusted GAAP operating margin, defined as GAAP operating margin excluding certain non-cash or non-recurring items (weighted 30%) ("Adjusted GAAP Operating Margin"). The Compensation Committee and the Board selected these performance metrics to drive sustained revenue growth and business expansion, while maintaining a strong emphasis on cost discipline and core operational performance. The performance targets were designed to be rigorous, with target levels aligned to our 2025 internal operating plan and maximum levels representing meaningful stretch that requires extraordinary execution. For 2025, the Committee increased the maximum payout opportunity for the Booked Residential Units metric to 250% to heavily incentivize growth in platform adoption and market penetration. Booked Residential Units reflects the volume of new business added to the platform and aligns with the Company's focus on increasing the number of customers and properties operating on its cloud-based platform. Growth in Booked Residential Units expands the base of customers and properties and drives increased usage in our subscription services and value added services, which generate subscription and usage-based revenue. This change reflects the importance of new business volume as an indicator of growth and potential future business opportunities, as well as a key driver of revenue growth over time. In contrast, maximum payouts for Revenue and Adjusted GAAP Operating Margin remain capped at 125% and 110%, respectively, reinforcing a balanced incentive structure that rewards growth while maintaining discipline in revenue realization and operating performance. The Compensation Committee and the Board established the threshold, target, and maximum performance levels for the 2025 Performance Metrics set forth in the following table (which also sets forth our actual performance with respect to each performance metric as certified by the Committee and the Board based on our actual performance).

  37. 2025 Performance Metrics and Payout Curve

    | | 30 | 2026 Proxy Statement |

  38. 2025 Performance Metrics and Payout Curve

    | | Threshold | | Target | | Maximum | | | | Name | Attainment | Payout | Attainment | Payout | Attainment | Payout | Actual Performance | | Booked Residential Units | 85% | 50% | 100% | 100% | 125% | 250% | 217% | | Revenue | 97% | 75% | 100% | 100% | 103% | 125% | 100% | | Adjusted GAAP Operating Margin | 85% | 50% | 100% | 100% | 105% | 110% | 105% | | Blended Payout | | | | | | | 148% |

  39. 2025 Corporate Bonus Plan Payouts

    2025 Corporate Bonus Plan Payouts The actual payments made to each NEO pursuant to the 2025 Corporate Bonus Plan, all of which were approved by the Compensation Committee or Board, as appropriate, are set forth below and reflect a blended achievement of 148%.

  40. 2025 Corporate Bonus Plan Payouts

    | Name | 2025 Corporate Bonus Plan Actual Payout Amount ($) | | Shane Trigg | 814,000 | | Tim Eaton | 355,200 | | Elizabeth Barat | 359,640 | | Evan Pickering | 259,002 | | Matt Mazza(1) | 219,462 |

  41. 2025 Corporate Bonus Plan Payouts

    (1)Mr. Mazza received a prorated portion of the 2025 Corporate Bonus Plan payout in the amount of $219,462 pursuant to the terms of the Separation Agreement he entered into with the Company. Please see the section below entitled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement.

  42. One-Time Bonus Payment - Tim Eaton

    One-Time Bonus Payment - Tim Eaton In July 2025, the Compensation Committee approved a one-time cash bonus equal to $71,250 for Mr. Eaton. The Committee awarded this one-time bonus in recognition of Mr. Eaton's service and leadership, as well as the expanded duties that he assumed while serving as our Interim Chief Financial Officer from October 25, 2024 through his appointment as our Chief Financial Officer on July 30, 2025.

  43. Long-Term Equity Compensation

    Long-Term Equity Compensation At the 2024 annual meeting of stockholders, our stockholders approved the 2025 Plan, which upon effectiveness, replaced our previous equity compensation plan, the 2015 Stock Incentive Plan (the “2015 Plan”), for purposes of granting future equity awards. The 2025 Plan authorizes the grant of various equity-based awards, including time-based restricted stock units (“RSUs”) and performance-based stock units (“PSUs”), which may be settled in shares of our Class A Common Stock or cash. We believe that the issuance of RSUs and PSUs effectively aligns the interests of our executives with those of our stockholders by incentivizing the creation of long-term, sustainable Company value. In addition, because RSUs and PSUs hold value for recipients even in the absence of stock price appreciation, we believe that they help us with retention and motivation during periods of market volatility. This approach also allows us to grant fewer shares of our Class A Common Stock compared to stock options with an equivalent grant date fair value, which contributes to maximizing the efficiency of our equity compensation program and minimizing stockholder dilution. For these reasons, our Compensation Committee has elected to utilize RSUs and PSUs for our equity compensation program. When establishing the equity compensation program for 2025, the Compensation Committee selected a 60/40 mix between PSUs and RSUs to balance the Company's focus on performance and executive retention. The 60% weighting of PSUs reflects the Company's commitment to a pay-for-performance philosophy by ensuring that a significant portion of equity compensation is directly tied to the achievement of key financial and strategic objectives. This design aligns executive compensation with stockholder interests and company performance. The remaining 40% allocated to RSUs serves as a retention tool, promoting leadership stability and encouraging sustained long-term value creation for stockholders.

  44. Long-Term Equity Compensation

    | | 31 | 2026 Proxy Statement |

  45. One-Time Promotion Equity Award - Tim Eaton

    One-Time Promotion Equity Award - Tim Eaton In connection with Mr. Eaton's appointment as our Chief Financial Officer on July 30, 2025, the Compensation Committee approved a one-time equity award consisting of RSUs and PSUs pursuant to the 2025 Plan. The Committee determined that this award appropriately reflects the expanded scope and responsibilities of the Chief Financial Officer role and aligns Mr. Eaton's long-term incentives with the Company performance and stockholder value creation. The grant is reflected in the equity award tables below. The following table summarizes the aggregate fair market value of the RSUs and PSUs granted to the NEOs in 2025, along with the aggregate number of shares underlying such awards.

  46. One-Time Promotion Equity Award - Tim Eaton

    | Name | Value ($)(1) | Shares Underlying Award (#)(1) | | Shane Trigg | 4,000,307 | 15,902 | | Tim Eaton(2) | 3,350,250 | 13,933 | | Elizabeth Barat | 2,000,405 | 7,952 | | Evan Pickering | 750,152 | 2,982 | | Matt Mazza(3) | 1,800,415 | 7,157 |

  47. One-Time Promotion Equity Award - Tim Eaton

    (1)The value and number of shares shown assumes achievement at 100% of the target performance level for each performance metric applicable to the PSU awards. (2)The amounts shown include one-time RSU and PSU awards of our Class A Common Stock granted to Mr. Eaton on July 30, 2025 in connection with his promotion to our Chief Financial Officer pursuant to the 2025 Plan. (3)In accordance with the Separation Agreement he entered into with the Company, all unvested equity held by Mr. Mazza was forfeited. Please see the section below entitled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement.

  48. Time-Based Restricted Stock Unit Grants

    Time-Based Restricted Stock Unit Grants Our Compensation Committee approved the following RSU grants for the NEOs with respect to the 2025 fiscal year:

  49. Time-Based Restricted Stock Unit Grants

    | Name | Value ($) | Shares Underlying Award (#) | | Shane Trigg | 1,600,173 | 6,361 | | Tim Eaton(1) | 2,100,155 | 8,923 | | Elizabeth Barat | 800,212 | 3,181 | | Evan Pickering | 300,111 | 1,193 | | Matt Mazza(2) | 720,216 | 2,863 |

  50. Time-Based Restricted Stock Unit Grants

    (1)The amount shown for Mr. Eaton represents RSU awards of our Class A Common Stock granted on March 5, 2025 as part of the Company’s regular annual grant cycle, as well as a one-time restricted stock unit award granted on July 30, 2025 in connection with his appointment to Chief Financial Officer pursuant to the 2025 Plan. (2)In accordance with the Separation Agreement he entered into with the Company, all unvested equity held by Mr. Mazza as of his departure date was forfeited. Please see the section below entitled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement. The foregoing RSUs vest quarterly over four years in equal installments, subject to continued employment through the applicable vesting date and will be settled in shares of our Class A Common Stock.

  51. Time-Based Restricted Stock Unit Grants

    | | 32 | 2026 Proxy Statement |

  52. Performance-Based Restricted Stock Unit Grants

    Performance-Based Restricted Stock Unit Grants

  53. PSU Awards

    PSU Awards Our Compensation Committee approved the following PSU grants for the NEOs ("the 2025 PSU Awards") with respect to the 2025 fiscal year:

  54. PSU Awards

    | Name | Value at Target(1) ($) | Shares Underlying Award at Target(1) (#) | | Shane Trigg | 2,400,134 | 9,541 | | Tim Eaton(2) | 1,250,095 | 5,010 | | Elizabeth Barat | 1,200,193 | 4,771 | | Evan Pickering | 450,041 | 1,789 | | Matt Mazza(3) | 1,080,199 | 4,294 |

  55. PSU Awards

    (1)The value and number of shares shown assumes achievement at 100% of the target performance level for each applicable performance achievement. (2)The amount shown for Mr. Eaton includes a one-time performance-based restricted stock unit award of our Class A Common Stock granted on July 30, 2025 in connection to his appointment to Chief Financial Officer pursuant to the 2025 Plan. (3)In accordance with the Separation Agreement he entered into with the Company, all unvested equity held by Mr. Mazza as of his departure date was forfeited. Please see the section below entitled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement. The 2025 PSU Awards performance-vest based on the Company's achievement of pre-established performance metrics, measured over a one-year performance period ending on December 31, 2025, and are settled in shares of our Class A Common Stock. One-third of the 2025 PSU Awards that performance-vest based on our performance in 2025 are fully vested upon certification of our achievement of the performance metrics by the Compensation Committee, and the remaining two-thirds vest in equal quarterly installments over the following two years, subject to the NEO’s continued employment through the applicable vesting date. See “2025 PSU Award Payouts” below for more information regarding vesting of the 2025 PSU Awards based on our 2025 performance. The 2025 PSU Awards were tied to performance metrics that reflect the Company's key drivers of growth and operating performance, with weightings and threshold, target, and maximum performance levels as described in the section titled "2025 Performance Metrics and Payout Curves". The threshold, target, and maximum performance levels for these metrics are set forth in the following table, which also presents actual performance for each metric as certified by the Committee.

  56. PSU Awards

    | | Threshold | | Target | | Maximum | | | | Name | Attainment | Payout | Attainment | Payout | Attainment | Payout | Actual Performance | | Booked Residential Units | 85% | 50% | 100% | 100% | 125% | 250% | 217% | | Revenue | 97% | 75% | 100% | 100% | 103% | 125% | 100% | | Adjusted GAAP Operating Margin | 85% | 50% | 100% | 100% | 105% | 110% | 105% | | Blended Payout | | | | | | | 148% |

  57. 2025 PSU Award Payouts

    2025 PSU Award Payouts The table below sets forth the actual aggregate number of shares of our Class A Common Stock issued, or to be issued in settlement of the 2025 PSU Awards based on the Company’s performance. These amounts reflect a blended achievement of 148%. One-third of the aggregate number of shares shown below fully vested upon certification of our achievement of the performance metrics by the Compensation Committee on February 10, 2026, and the remaining two-thirds will fully vest in equal quarterly installments over the following two years, subject to the NEO’s continued employment through the applicable vesting date.

  58. 2025 PSU Award Payouts

    | | 33 | 2026 Proxy Statement |

  59. 2025 PSU Award Payouts

    | Name | Actual Number of Shares Issued or to be Issued under 2025 PSU Award | | Shane Trigg | 14,121 | | Tim Eaton | 7,415 | | Elizabeth Barat | 7,062 | | Evan Pickering | 2,648 | | Matt Mazza(1) | — |

  60. 2025 PSU Award Payouts

    (1)In accordance with the Separation Agreement he entered into with the Company, all unvested equity held by Mr. Mazza was forfeited. Please see the section below entitled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement.

  61. Stock Options and Stock Appreciation Rights

    Stock Options and Stock Appreciation Rights We do not currently grant stock options, stock appreciation rights or similar option-like instruments. Accordingly, we do not have a specific policy or practice on the timing of such awards in relation to our disclosure of material nonpublic information. In the event we determine to grant such awards, we will evaluate the appropriate steps to take in relation to the foregoing.

  62. Employment Agreements and Similar Arrangements

    Employment Agreements and Similar Arrangements We have entered into employment agreements with each of our executive officers, other than Mr. Pickering. The Employment Agreements were established to provide a consistent framework for compensation and governance among our leadership team. On November 19, 2025, we entered into a Separation Agreement with Mr. Mazza. Please see the sections below entitled “Narrative Disclosure to Summary Compensation Table" and "Grants of Plan-Based Awards Table" and “Potential Payments Upon Termination or Change in Control” for further details regarding such agreements.

  63. Compensation Risk Considerations

    | Our compensation programs are designed to enhance stockholder value through the use of performance metrics aligned with our short and long-term strategic objectives. | | We focus on limiting equity dilution through judicious use of equity compensation. While we continue to grant equity to senior management, we focus on limiting dilution by balancing equity compensation with other incentives provided under our corporate bonus plan and employee benefit plans. | | Our executive compensation programs consist of both fixed and at-risk pay, and the Compensation Committee reviews this mix regularly. | | We regularly review data regarding the executive compensation programs of other companies in our industry of a similar size and stage, as well as larger companies headquartered in California, to ensure general alignment with our executive compensation programs and market competitiveness. While we have not engaged a compensation consultant for the foregoing purpose, we review and consider data from compensation surveys in order to gain a broader perspective on overall market trends. However, we have not formally set a peer group, and thus do not formally benchmark executive compensation against a peer group for purposes of setting any specific element of compensation or total compensation. | | Our insider trading policy prohibits our NEOs, directors, and employees from hedging their economic interest in our securities, and from pledging our securities. See the section entitled “Directors and Corporate Governance—Insider Trading Policy” above for more information regarding our Insider Trading Policy. | | Our change in control arrangements are designed to attract and retain executives while ensuring that benefits remain appropriate and aligned with our fiduciary responsibility to stockholders. These arrangements allow executives to remain focused on driving the work that matters most, without being distracted by personal financial concerns in the event of a change in control. | | Based on this review, our Compensation Committee has concluded that our compensation policies and practices for our employees (including our NEOs) do not create risks that are reasonably likely to have a material adverse effect on us. |

  64. Summary Compensation Table

    Summary Compensation Table The following table sets forth summary compensation information for our NEOs for the years ended December 31, 2025, 2024, and 2023:

  65. Summary Compensation Table

    | Name and Principal Position | Year | Salary ($) | Bonus(1) ($) | Stock Awards(2) ($) | Option Awards(3) ($) | Non-Equity Incentive Plan Compensation(4) ($) | All Other Compensation(5) ($) | Total ($) | | Shane Trigg President and Chief Executive Officer | 2025 | 550,000 | — | 4,000,307 | — | 814,000 | 74,597 | 5,438,904 | | | 2024 | 545,765 | 780,000 | 3,000,240 | — | 671,291 | 21,669 | 5,018,965 | | | 2023 | 511,223 | — | 8,500,125 | 8,067,600 | 656,175 | 11,754 | 17,746,877 | | Tim Eaton(6) Chief Financial Officer | 2025 | 339,450 | 71,250 | 3,350,251 | — | 355,200 | 21,319 | 4,137,470 | | | 2024 | 286,239 | — | 500,143 | — | 135,642 | 43,677 | 965,701 | | Elizabeth Barat(7) Chief People Officer | 2025 | 401,800 | — | 2,000,405 | — | 359,640 | 36,732 | 2,798,577 | | Evan Pickering(7) Senior Vice President, General Counsel and Corporate Secretary | 2025 | 345,586 | — | 750,152 | — | 259,002 | 26,810 | 1,381,550 | | Matt Mazza(8) Former Chief Trust Officer | 2025 | 361,479 | — | 1,800,415 | — | — | 564,754 | 2,726,648 | | | 2024 | 397,459 | — | 1,600,101 | — | 293,325 | 11,068 | 2,301,953 | | | 2023 | 383,269 | — | 1,500,097 | — | 318,575 | 19,875 | 2,221,816 |

  66. Summary Compensation Table

    (1)The amounts shown in this column for 2025 represent a one-time cash bonus paid to Mr. Eaton in recognition of his service as our Interim Chief Financial Officer from October 25, 2024 until July 30, 2025. (2)The amounts shown in this column do not necessarily reflect the actual value received or to be received by our NEOs. Instead, these amounts reflect the aggregate grant date fair value of the RSU and PSU awards granted to the applicable NEO, computed in accordance with FASB Topic 718. With respect to the PSU awards, amounts are based on the probable outcome of the applicable performance conditions, which is target level performance, calculated in accordance with FASB ASC Topic 718. Assuming maximum performance with respect to the 2025 PSU Awards granted to our NEOs in fiscal year 2025, the aggregate grant date fair value is $4,104,229, $2,137,663, $2,052,330, $769,570, and $1,847,140 for Mr. Trigg, Mr Eaton, Ms Barat, Mr. Pickering, and Mr. Mazza, respectively. In connection with Mr. Mazza's separation from the Company, all unvested equity held by Mr. Mazza as of his departure date was forfeited. As a result, no shares were issued, nor will any shares be issued, to Mr. Mazza in connection with the PSU Awards granted in fiscal year 2025. As required by SEC rules and regulations, the amounts shown exclude the impact of estimated forfeitures related to service based vesting conditions. Assumptions used in the calculation of these amounts are included in Note 2 of the notes to our consolidated financial statements included in our 2025 Annual Report. See “Compensation Discussion and Analysis–Long Term Equity Incentive Plan” for more information concerning the RSU awards and 2025 PSU awards granted in fiscal year 2025. (3)The amounts shown in this column do not necessarily reflect the actual value received or to be received by our NEOs. Instead, these amounts reflect the aggregate grant date fair value of the options granted to the applicable NEO, computed in accordance with FASB ASC Topic 718. As required by SEC rules and regulations, the amounts shown exclude the impact of estimated forfeitures related to service based vesting conditions. Assumptions used in the calculation of these amounts are included in Note 2 of the notes to our consolidated financial statements included in our 2025 Annual Report. (4)The amounts shown in this column reflect the amounts earned by our NEOs under our Corporate Bonus Plan. See “Compensation Discussion and Analysis–Corporate Bonus Plan” for more information concerning the annual cash performance bonuses earned by the NEOs in fiscal year 2025. (5)The amounts shown in this column are detailed in the table below. The 'Insurance Premiums' column reflects premiums paid by the Company for a supplemental executive health insurance plan for qualified medical expenses under Section 213(d) of the Internal Revenue Code of 1986, as amended. For Mr Mazza, the 'Other Compensation and Benefits' column reflects severance payments and the cost of nine months of COBRA coverage, as further described in "Potential Payments upon Termination or Change in Control." The Executive Security column includes the incremental costs of security-related services provided to certain of our named executive officers pursuant to the Company's executive security program. While we consider these services to be necessary business expenses for the benefit of the Company and not a personal benefit or perquisite, we have included the costs below in accordance with SEC requirements.

  67. Summary Compensation Table

    | Name | Insurance Premiums ($) | 401(k) Match ($) | Executive Security ($) | Other Compensation and Benefits ($) | Total Other Benefits ($) | | Shane Trigg | 10,944 | 11,000 | 52,653 | — | 74,597 | | Tim Eaton | 7,169 | 11,750 | 2,400 | — | 21,319 | | Elizabeth Barat | 16,804 | 11,528 | 8,400 | — | 36,732 | | Evan Pickering | 12,660 | 11,750 | 2,400 | — | 26,810 | | Matt Mazza | 15,423 | 12,469 | 2,400 | 534,462 | 564,754 |

  68. Summary Compensation Table

    | | 37 | 2026 Proxy Statement |

  69. Summary Compensation Table

    (6)Mr. Eaton served as our Interim Chief Financial Officer from October 25, 2024 until his appointment as our permanent Chief Financial Officer on July 30, 2025. See “Compensation Discussion and Analysis–Long Term Equity Incentive Plan” and the “Grants of Plan-Based Awards” table for more information concerning the amounts reported in the 'Stock Awards' column, including the equity awards granted in connection with his promotion to Chief Financial Officer. (7)Ms. Barat was appointed an executive officer on January 29, 2025, and Mr. Pickering was appointed an executive officer on October 29, 2025. (8)Mr. Mazza departed the Company on November 14, 2025. See footnote (5) to this table and "Potential Payments Upon Termination or Change in Control" for more information concerning the benefits received by Mr. Mazza in connection with his separation from the Company.

  70. Grants of Plan-Based Awards

    Grants of Plan-Based Awards The following table presents, for each of our NEOs, information concerning grants of plan-based awards made during fiscal year 2025.

  71. Grants of Plan-Based Awards

    | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards(1) | | | Estimated Future Payouts Under Equity Incentive Plan Awards(2) | | | All Other Stock Awards: Number of Shares of Stock or Units(3) (#) | Grant Date Fair Value of Stock and Option Awards(4) ($) | | Name | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | Shane Trigg | — | 319,000 | 550,000 | 940,500 | — | — | — | — | — | | | 1/29/2025 | — | — | — | — | — | — | 6,361 | 1,600,173 | | | 1/29/2025 | — | — | — | 5,534 | 9,541 | 16,316 | — | 2,400,134 | | Tim Eaton(5) | — | 139,200 | 240,000 | 410,400 | — | — | — | — | — | | | 3/5/2025 | — | — | — | — | — | — | 3,913 | 850,060 | | | 7/30/2025 | — | — | — | — | — | — | 5,010 | 1,250,095 | | | 7/30/2025 | — | — | — | 2,906 | 5,010 | 8,568 | — | 1,250,095 | | Elizabeth Barat | — | 140,940 | 243,000 | 415,530 | — | — | — | — | — | | | 1/28/2025 | — | — | — | — | — | — | 3,181 | 800,212 | | | 1/29/2025 | — | — | — | 2,767 | 4,771 | 8,159 | — | 1,200,193 | | Evan Pickering | — | 101,501 | 175,001 | 299,252 | — | — | — | — | — | | | 1/28/2025 | — | — | — | — | — | — | 1,193 | 300,111 | | | 1/29/2025 | — | — | — | 1,038 | 1,789 | 3,060 | — | 450,041 | | Matt Mazza(6) | — | 146,160 | 252,000 | 430,920 | — | — | — | — | — | | | 1/28/2025 | — | — | — | — | — | — | 2,863 | 720,216 | | | 1/29/2025 | — | — | — | 2,491 | 4,294 | 7,343 | — | 1,080,199 |

  72. Grants of Plan-Based Awards

    (1)The amounts shown in this column reflect the annual cash performance bonus amounts that each NEO was eligible to receive with respect to the 2025 fiscal year under our 2025 Corporate Bonus Plan. The actual amounts paid to our NEOs under our 2025 Corporate Bonus Plan are set forth in the Summary Compensation Table above. For more information concerning the 2025 Corporate Bonus Plan, including the calculation of the actual amounts paid, see "Compensation Discussion and Analysis - Corporate Bonus Plan." (2)The amounts shown in this column reflect the 2025 PSU Awards granted to our NEOs under the 2025 Plan in fiscal year 2025. See “Compensation Discussion and Analysis–Long Term Equity Incentive Plan” for more information concerning the 2025 PSU Awards. (3)The amounts shown in this column reflect RSU awards granted to our NEOs under the 2025 Plan in fiscal year 2025. See “Compensation Discussion and Analysis–Long Term Equity Incentive Plan” for more information concerning the RSU awards granted to our NEOs in fiscal year 2025. (4)The amounts shown in this column reflect the grant date fair value of stock awards (at the target level in the case of the 2025 PSU Awards) granted to our NEOs in fiscal year 2025, as computed in accordance with FASB ASC Topic 718. (5)The award granted on March 5, 2025 represents a RSU award granted as part of the Company's annual equity award cycle for all eligible employees. The awards granted on July 30, 2025 represent an RSU award and PSU award granted in connection with Mr. Eaton's promotion to Chief Financial Officer to align his total target equity opportunity with his increased responsibilities in the new role. (6)Pursuant to his Separation Agreement, Mr. Mazza received a prorated portion of the annual cash bonus opportunity that he was eligible to receive under our 2025 Corporate Bonus Plan in the amount of $219,462. In connection with Mr. Mazza's separation from the Company, all unvested equity held by Mr. Mazza as of his departure date was forfeited. See "Potential Payments Upon Termination or Change in Control" for more information concerning the benefits received by Mr. Mazza in connection with his separation from the Company.

  73. Grants of Plan-Based Awards

    | | 38 | 2026 Proxy Statement |

  74. Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards Table

    Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards Table We have entered into employment agreements with each of our NEOs, other than Mr. Pickering. We entered into these agreements to ensure leadership continuity and provide a consistent framework for compensation and governance among our leadership team. A summary of the material terms of these agreements is set forth below.

  75. Outstanding Equity Awards at Fiscal Year End

    Outstanding Equity Awards at Fiscal Year End The following table sets forth information about the outstanding equity awards held by each of our named executive officers as of December 31, 2025:

  76. Outstanding Equity Awards at Fiscal Year End

    | | | Option Awards | | | | Stock Awards | | | Name | Grant Date | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Option Exercise Price ($) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(1) | | Shane Trigg | 1/29/25 | — | — | — | — | 14,121(2) | 3,285,251 | | | 1/29/25 | — | — | — | — | 5,168(3) | 1,202,335 | | | 1/24/24 | — | — | — | — | 5,293(4) | 1,231,416 | | | 1/24/24 | — | — | — | — | 3,874(5) | 901,286 | | | 3/1/23 | — | — | — | — | 3,707(6) | 862,434 | | | 3/1/23 | 40,000(7) | 80,000(7) | 129.74 | 3/1/2033(7) | — | — | | | 1/25/23 | — | — | — | — | 3,365(8) | 782,867 | | | 1/24/23 | — | — | — | — | 7,821(9) | 1,819,556 | | | 12/13/21 | — | — | — | — | 467(10) | 108,648 | | Tim Eaton | 7/30/25 | — | — | — | — | 7,415(11) | 1,725,100 | | | 7/30/25 | — | — | — | — | 4,383(12) | 1,019,705 | | | 3/5/25 | — | — | — | — | 3,179(13) | 739,594 | | | 3/11/24 | — | — | — | — | 481(14) | 111,905 | | | 3/5/24 | — | — | — | — | 718(15) | 167,043 | | | 11/6/23 | — | — | — | — | 473(16) | 110,043 | | | 3/6/23 | — | — | — | — | 734(17) | 170,765 | | | 2/9/22 | — | — | — | — | 136(18) | 31,640 |

  77. Outstanding Equity Awards at Fiscal Year End

    | | 40 | 2026 Proxy Statement |

  78. Outstanding Equity Awards at Fiscal Year End

    | | | Option Awards | | | | Stock Awards | | | Name | Grant Date | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Option Exercise Price ($) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(1) | | Elizabeth Barat | 1/29/25 | — | — | — | — | 7,062(2) | 1,642,974 | | | 1/28/25 | — | — | — | — | 2,585(3) | 601,400 | | | 1/24/24 | — | — | — | — | 2,646(4) | 615,592 | | | 1/23/24 | — | — | — | — | 1,937(5) | 450,643 | | | 1/23/24 | — | — | — | — | 2,582(19) | 600,702 | | | 4/25/23 | — | — | — | — | 860(20) | 200,079 | | | 1/25/23 | — | — | — | — | 360(8) | 83,754 | | | 1/24/23 | — | — | — | — | 838(9) | 194,961 | | | 2/9/22 | — | — | — | — | 87(18) | 20,241 | | Evan Pickering | 1/29/25 | — | — | — | — | 2,648(2) | 616,057 | | | 1/28/25 | — | — | — | — | 969(3) | 225,438 | | | 3/5/24 | — | — | — | — | 957(15) | 222,646 | | | 3/6/23 | — | — | — | — | 880(17) | 204,732 | | | 2/9/22 | — | — | — | — | 163(18) | 37,922 | | Matt Mazza(21) | | | | | | | |

  79. Outstanding Equity Awards at Fiscal Year End

    (1)The amounts shown in this column were calculated based on the closing price of our Class A Common Stock on December 31, 2025 (the last trading day of fiscal year 2025), which was $232.65. (2)The amount shown represents 2025 PSU Awards of our Class A Common Stock granted to the applicable named executive officer on January 29, 2025 pursuant to the 2025 Plan. Such performance awards were subject to the achievement of pre-established financial metrics with a December 31, 2025 measurement date, and are reflected in the table as earned at 148% of target. One-third of the performance-vested 2025 PSU Awards fully vested upon certification of the achievement of the performance metrics on February 10, 2026. The remaining shares will vest quarterly through February 10, 2028, subject to the applicable named executive officer’s continued employment through the applicable vesting date. (3)The amount shown represents RSU awards of our Class A Common Stock granted to the applicable named executive officer on January 28, 2025, except for Mr. Trigg, whose award was granted on January 29, 2025. All such awards were granted pursuant to the 2025 Plan. These awards vest over four years in equal quarterly installments, commencing on May 10, 2025, subject to the applicable named executive officer’s continued employment through the applicable vesting date. (4)The amount shown represents 2024 PSU Awards of our Class A Common Stock granted to the applicable named executive officer on January 24, 2024 pursuant to the 2015 Plan. Such performance awards were subject to the achievement of pre-established financial metrics with a December 31, 2024 measurement date, and are reflected in the table as earned at 123% of target. One-third of the performance-vested 2024 PSU Awards fully vested upon certification of the achievement of the performance metrics on February 10, 2025. The remaining shares will vest quarterly through February 10, 2027, subject to the applicable named executive officer’s continued employment through the applicable vesting date. (5)The amount shown represents RSU awards of our Class A Common Stock granted to Ms. Barat on January 23, 2024 and Mr. Trigg on January 24, 2024, respectively, pursuant to the 2015 Plan. These awards vest over four years in equal quarterly installments, commencing on May 10, 2024, subject to the applicable named executive officer’s continued employment through the applicable vesting date. (6)The amount shown represents a RSU award of our Class A Common Stock granted to Mr. Trigg on March 1, 2023 pursuant to the 2015 Plan. This award vests over four years in equal quarterly installments, commencing on May 10, 2023, subject to Mr. Trigg’s continued employment through the applicable vesting date. (7)The amount shown represents stock options covering 120,000 shares of our Class A Common Stock granted to Mr. Trigg on March 1, 2023 pursuant to the 2015 Plan. Such options vest annually in equal installments over three years beginning on December 31, 2025, subject to Mr. Trigg’s continued employment through the applicable vesting dates. (8)The amount shown represents 2023 PSU Awards of our Class A Common Stock granted to the applicable named executive officer on January 25, 2023 pursuant to the 2015 Plan. Such performance awards were subject to the achievement of pre-established financial metrics with a December 31, 2023 measurement date, and are reflected in the table as earned at 108% of target. One-third of the performance-vested 2023 PSU Awards fully vested upon certification of the achievement of the performance metrics on February 10, 2024. The remaining shares will vest quarterly through February 10, 2026, subject to the applicable named executive officer’s continued employment through the applicable vesting date. (9)The amount shown represents RSU awards of our Class A Common Stock granted to the applicable named executive officer on January 24, 2023 pursuant to the 2015 Plan. These awards vest over four years in equal quarterly installments, commencing on May 10, 2023, subject to the applicable named executive officer’s continued employment through the applicable vesting date.

  80. Outstanding Equity Awards at Fiscal Year End

    | | 41 | 2026 Proxy Statement |

  81. Outstanding Equity Awards at Fiscal Year End

    (10)The amount shown represents a RSU award of our Class A Common Stock granted to Mr. Trigg on December 13, 2021 pursuant to the 2015 Plan. This award vests over four years in equal annual installments, commencing on May 10, 2022, subject to Mr. Trigg’s continued employment through the applicable vesting date. (11)The amount shown represents a 2025 PSU Award of our Class A Common Stock granted to Mr. Eaton pursuant to the 2025 Plan in connection with Mr. Eaton's appointment as our permanent Chief Financial Officer on July 30, 2025. Such performance award was subject to the achievement of pre-established financial metrics with a December 31, 2025 measurement date, and is reflected in the table as earned at 148% of target. One-third of the performance-vested 2025 PSU Award fully vested upon certification of the achievement of the performance metrics on February 10, 2026. The remaining shares will vest quarterly through February 10, 2028, subject to Tim Eaton’s continued employment through the applicable vesting date. (12)The amount shown represents a RSU award of our Class A Common Stock granted to Mr. Eaton on July 30, 2025 pursuant to the 2025 Plan. This award vests over four years in equal quarterly installments, commencing on August 10, 2025, subject to Mr. Eaton’s continued employment through the applicable vesting date. (13)The amount shown represents a RSU award of our Class A Common Stock granted to Mr. Eaton on March 5, 2025 pursuant to the 2025 Plan. This award vests over four years in equal quarterly installments, commencing on May 10, 2025, subject to Mr. Eaton's continued employment through the applicable vesting date. (14)The amount shown represents a RSU award of our Class A Common Stock granted to Mr. Eaton on March 11, 2024 pursuant to the 2015 Plan. This award vests over four years in equal quarterly installments, commencing on May 10, 2024, subject to Mr. Eaton's continued employment through the applicable vesting date. (15)The amount shown represents RSU awards of our Class A Common Stock granted to the applicable named executive officer on March 5, 2024 pursuant to the 2015 Plan. These awards vest over four years in equal quarterly installments, commencing on May 10, 2024, subject to the applicable named executive officer's continued employment through the applicable vesting date. (16)The amount shown represents a RSU award of our Class A Common Stock granted to Mr. Eaton on November 6, 2023 pursuant to the 2015 Plan. This award vests over four years in equal quarterly installments, commencing on November 10, 2023, subject to Mr. Eaton's continued employment through the applicable vesting date. (17)The amount shown represents RSU awards of our Class A Common Stock granted to the applicable named executive officer on March 6, 2023 pursuant to the 2015 Plan. These awards vest over four years in equal quarterly installments, commencing on May 10, 2023, subject to the applicable named executive officer's continued employment through the applicable vesting date. (18)The amount shown represents RSU awards of our Class A Common Stock granted to the applicable named executive officers on February 9, 2022 pursuant to the 2015 Plan. These awards vest over four years in equal quarterly installments, commencing on May 10, 2022, subject to the applicable named executive officer's continued employment through the applicable vesting date. (19)The amount shown represents a RSU award of our Class A Common Stock granted to Ms. Barat on January 23, 2024 pursuant to the 2015 Plan. This award vests over four years in equal quarterly installments, commencing on May 10, 2024, subject to Ms. Barat's continued employment through the applicable vesting date. (20)The amount shown represents a RSU award of our Class A Common Stock granted to Ms. Barat on April 25, 2023 pursuant to the 2015 Plan. This award vests over four years in equal quarterly installments, commencing on May 10, 2023, subject to Ms. Barat's continued employment through the applicable vesting date. (21)Mr. Mazza has no outstanding equity awards. Under the terms of Mr. Mazza's Separation Agreement, all outstanding equity awards held by Mr. Mazza as of his departure date were cancelled and forfeited. Please see the section below titled "Potential Payments Upon Termination or Change in Control" for further details regarding such agreement.

  82. Outstanding Equity Awards at Fiscal Year End

    | | 42 | 2026 Proxy Statement |

  83. Option Exercises and Stock Vested

    Option Exercises and Stock Vested The following table provides information regarding options exercised and stock awards vested for our NEOs during fiscal year 2025, including the number of shares acquired upon exercise or vesting and the value realized as determined based on applicable SEC rules.

  84. Option Exercises and Stock Vested

    | | Option Awards | | Equity Awards | | | Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($)(1) | | Shane Trigg | — | — | 42,242 | 10,037,080 | | Tim Eaton | — | — | 3,295 | 824,664 | | Elizabeth Barat | — | — | 11,808 | 2,819,072 | | Evan Pickering | — | — | 2,171 | 529,163 | | Matt Mazza(2) | — | — | 20,183 | 4,951,120 |

  85. Option Exercises and Stock Vested

    (1)The amounts shown reflect the number of shares of Class A Common Stock issued to the NEOs in settlement of the vesting of restricted stock units multiplied by the closing price of our Class A Common Stock on the applicable vesting date. (2)The amounts shown reflect the number of shares of Class A Common Stock issued to Mr. Mazza in settlement of the vesting of restricted stock units during the 2025 fiscal year prior to his departure from the Company on November 14, 2025 and the value realized in connection therewith. Under the terms of his Separation Agreement, no equity awards were accelerated, and all unvested equity awards held by Mr. Mazza as of his departure date were cancelled and forfeited.

  86. Potential Payments upon Termination or Change in Control

    Potential Payments upon Termination or Change in Control

  87. Mr. Mazza's Separation Agreement

    | Benefits and Payments Upon Termination | Termination Due to Death or Disability ($) | Termination by the Company Without Cause or by the Executive for Good Reason (a “Qualifying Termination”) Not in Connection With a Change in Control ($) | Qualifying Termination in Connection With a Change in Control ($) | | Shane Trigg | | | | | Cash Severance Payments | 1,413,600(1) | 1,698,600(2) | 2,280,000(3) | | Accelerated Vesting of Equity Awards | 15,652,550(4) | 12,168,384(5) | 18,426,592(6) | | COBRA Payments(7) | 43,314 | 43,314 | 43,314 | | Tim Eaton | | | | | Cash Severance Payments | 200,000(8) | 655,200(9) | 655,200(9) | | Accelerated Vesting of Equity Awards | 2,598,933(10) | — | 4,075,795(11) | | COBRA Payments | — | 15,902(12) | 15,902(12) | | Elizabeth Barat | | | | | Cash Severance Payments | 202,500(8) | 663,390(9) | 663,390(9) | | Accelerated Vesting of Equity Awards | 3,330,850(10) | — | 4,410,346(11) | | COBRA Payments | — | 15,902(12) | 15,902(12) | | Evan Pickering(13) | | | | | Cash Severance Payments | — | — | — | | Accelerated Vesting of Equity Awards | — | — | — | | COBRA Payments | — | — | — | | Matt Mazza(14) | | 550,818 | |

  88. CEO Pay Ratio

    CEO Pay Ratio Item 402(u) of Regulation S-K requires the Company to disclose the following information for fiscal year 2025: •The fiscal year 2025 total compensation of our Chief Executive Officer was $5,438,904. •The fiscal year 2025 total compensation of our median employee was $189,867. •The ratio of the fiscal year 2025 total compensation of our Chief Executive Officer to the fiscal year 2025 total compensation of our median employee was approximately 29:1. As permitted by Item 402(u) of Regulation S-K, we used the same median employee for fiscal year 2025 as we used for fiscal years 2023 and 2024, as there was no change during fiscal year 2025 to our median employee's circumstances, our employee population, or our employee compensation arrangements that we believe would significantly impact the pay ratio disclosure. When determining the median employee in 2023, we applied the following methodology: •Identified the median employee based on the measurement date of December 31, 2023, as disclosed in our 2023 proxy statement. •Determined our median employee based on the total compensation (including, as applicable, annualized base salary, equity-based compensation reflecting grant date fair value, and cash incentive compensation paid) of our entire employee population, excluding our Chief Executive Officer, for the 12 months ending December 31, 2023. •Calculated the total compensation of our employees based on information derived from our payroll and stock administration systems and consistently applied this compensation methodology to all of our employees included in this calculation. After identifying the median employee, we determined the median employee's annual total compensation in the same manner that we determine the total annual compensation of our named executive officers for purposes of the "Summary Compensation Table." The annual total compensation for our Chief Executive Officer is the amount reported for fiscal year 2025 in the "Total" column of the Summary Compensation Table. These amounts do not necessarily reflect the actual value realized or received by these individuals. See the footnotes to the "Summary Compensation Table" for more detail on how such figures are computed. The SEC’s rules for identifying the median employee and calculating the pay ratio based on that employee’s annual total compensation allow companies to adopt a variety of methodologies, apply certain exclusions, and make reasonable estimates and assumptions that reflect their employee populations and compensation practices. As a result, the pay ratio reported by other companies may not be comparable to the pay ratio reported above, as other companies have different employee populations and compensation practices and may utilize different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios. This information is being provided for compliance purposes. Neither the Compensation Committee nor management of the Company used the pay ratio measure in making compensation decisions.

  89. CEO Pay Ratio

    | | 49 | 2026 Proxy Statement |

  90. CEO Pay Ratio

    | | Equity Compensation Plan Information |

  91. CEO Pay Ratio

    The following table sets forth information regarding our stock incentive plans as of December 31, 2025:

  92. CEO Pay Ratio

    | Plan Category | Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and RSUs (#) | Weighted-Average Exercise Price of Outstanding Options(1) ($) | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (#) | | Equity compensation plans approved by stockholders(2) | 746,733(3) | 129.74 | 2,413,700(4) | | Equity compensation plans not approved by stockholders | — | — | — | | Total | 746,733 | 129.74 | 2,413,700 |

  93. CEO Pay Ratio

    (1)The weighted-average exercise price is calculated based solely on the exercise prices of the outstanding options to purchase shares of our common stock. It does not reflect the shares of our common stock that will be issued upon the vesting of outstanding restricted stock units, which have no exercise price. (2)These plans consist of the 2015 Plan, the 2025 Plan and our 2025 Employee Stock Purchase Plan ("ESPP"). (3)Includes 746,733 shares of Class A Common Stock subject to outstanding awards granted under the 2015 Plan and the 2025 Plan, of which 120,000 were outstanding options granted under the 2015 Plan, 324,678 were outstanding restricted stock units granted under the 2015 Plan, and 302,055 were outstanding restricted stock units granted under the 2025 Plan. (4)Includes 1,167,916 shares of Class A Common Stock available for issuance under the 2025 Plan and 1,245,784 shares of Class A Common Stock available for issuance under the ESPP. The number of shares available for issuance under the 2025 Plan increases automatically on January 31st of each year during the term of the 2025 Plan by an amount equal to the number of shares granted under the 2025 Plan during the preceding year or such lesser number that is approved by our Board. In addition, the number of shares available for issuance under the ESPP increases automatically on January 31st of each year during the term of the ESPP by an amount equal to the number of shares issued or transferred pursuant to rights granted under the ESPP during the preceding year or such lesser number that is approved by our Board.

  94. CEO Pay Ratio

    | | 50 | 2026 Proxy Statement |

  95. CEO Pay Ratio

    | | Security Ownership of Certain Beneficial Owners and Management |

  96. CEO Pay Ratio

    The following table sets forth certain information with respect to the beneficial ownership of our Class A Common Stock and Class B Common Stock as of March 31, 2026, except as noted in the footnotes below, for: •Each of our named executive officers; •Each of our directors; •All of our executive officers and directors as a group; and •Each stockholder known by us to be the beneficial owner of more than 5% of the outstanding shares of our Class A Common Stock or Class B Common Stock. We have determined beneficial ownership in accordance with applicable SEC rules. Except as indicated in the footnotes below, we believe, based on information furnished to us and information filed with the SEC, that the persons and entities named in the table below have sole voting and investment power with respect to all shares of our Class A Common Stock or Class B Common Stock that they beneficially own, subject to applicable community property laws. Applicable percentage ownership is based on 24,028,908 shares of Class A Common Stock and 11,329,625 shares of Class B Common Stock outstanding at March 31, 2026. When calculating the number and percentage of shares of common stock beneficially owned by a person, we include all options, RSUs, and PSUs held by that person that are currently vested or exercisable or that will vest or become exercisable within 60 days of March 31, 2026. We did not deem these shares outstanding, however, for the purpose of computing the percentage ownership of any other person. Unless otherwise indicated, the address of each beneficial owner listed in the table below is c/o AppFolio, Inc., 70 Castilian Drive, Santa Barbara, California, 93117.

  97. CEO Pay Ratio

    | | 51 | 2026 Proxy Statement |

  98. CEO Pay Ratio

    | | Shares Beneficially Owned | | | | % of Total Voting Power(1) | | | Class A | | Class B | | | | Name of Beneficial Owner | Shares | % | Shares | % | | | 5% Stockholders: | | | | | | | Ashe Capital Management, LP(2) | 1,331,260 | 5.5% | — | * | 1.0% | | BlackRock, Inc.(3) | 2,364,516 | 9.8% | — | * | 1.7% | | Klaus Schauser(4) | 505,000 | 2.1% | 2,364,585 | 20.9% | 17.6% | | Maurice Duca(5)(6) | 479,856 | 2.0% | 6,107,513 | 53.9% | 44.8% | | The Vanguard Group(7) | 2,326,122 | 9.7% | — | * | 1.7% | | Directors and Named Executive Officers: | | | | | | | Elizabeth Barat(8) | 8,160 | * | — | * | * | | Andreas von Blottnitz(9) | 6,092 | * | 449,950 | * | * | | Agnes Bundy Scanlan (10) | 3,852 | * | — | * | * | | Saori Casey(11) | — | * | — | * | * | | Tim Eaton(12) | 4,069 | * | — | * | * | | Janet Kerr(13) | 9,680 | * | — | * | * | | Matt Mazza(14) | 20,574 | * | — | * | * | | Olivia Nottebohm | 2,092 | * | — | * | * | | Evan Pickering(15) | 1,586 | * | — | * | * | | William Shane Trigg(16) | 60,903 | * | — | * | * | | Winifred Webb | 7,298 | * | — | * | * | | All Directors and Named Executive Officers as a group (10 people)(17) | 103,732 | 0.4% | 449,950 | 4.0% | 3.4% |

  99. CEO Pay Ratio

    * Represents beneficial ownership of less than one percent. (1)Percentage of total voting power represents voting power with respect to all shares of Class A Common Stock and Class B Common Stock, as a single class. The holders of shares of our Class B Common Stock are entitled to ten votes per share, and holders of shares of our Class A Common Stock are entitled to one vote per share. Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one share of Class A Common Stock. (2)This information is based solely on a Schedule 13G filed on August 14, 2025. Ashe Capital Management, LP possesses shared voting and shared dispositive power with respect to all such shares. The address for Ashe Capital Management, LP is 530 Sylvan Ave., Suite 101, Englewood Cliffs, NJ 07632. (3)This information is based solely on Amendment No. 8 to Schedule 13G filed on December 6, 2024 by BlackRock, Inc., on behalf of its subsidiaries BlackRock Life Limited, Aperio Group, LLC, BlackRock Advisors, LLC, BlackRock (Netherlands) B.V., BlackRock (Singapore) Limited, BlackRock Advisors (UK) Limited, BlackRock Fund Advisors, BlackRock Institutional Trust Company, National Association, BlackRock Asset Management Ireland Limited, BlackRock Financial Management, Inc., BlackRock Asset Management Schweiz AG, BlackRock Investment Management, LLC, BlackRock Investment Management (UK) Limited, BlackRock Asset Management Canada Limited, BlackRock (Luxembourg) S.A., BlackRock Investment Management (Australia) Limited, BlackRock Fund Managers Ltd, BlackRock Japan Co., Ltd., and SpiderRock Advisors AUM Portfolio, reporting that BlackRock, Inc. possesses sole voting power with respect to 2,364,516 of such shares of Class A Common Stock and sole dispositive power with respect to all of such shares of Class A Common Stock. According to such Schedule 13G/A BlackRock Fund Advisors beneficially owns five percent (5%) or greater of the outstanding shares of Class A Common Stock. The address for BlackRock, Inc. is 50 Hudson Yards, New York, NY 10001. (4)The 505,000 shares of Class A Common Stock and the 2,364,585 shares of Class B Common Stock are held by the 1206 Family Trust dated December 13, 2002, of which Mr. Schauser and his spouse serve as co-trustees. In his capacity as co-trustee, Mr. Schauser has shared voting and dispositive power with respect to these shares with the other co-trustee. The address of Mr. Schauser is 70 Castilian Dr., Santa Barbara, CA 93117.

  100. CEO Pay Ratio

    | | 52 | 2026 Proxy Statement |

  101. CEO Pay Ratio

    (5)The 479,856 shares of Class A Common Stock consist of: (i) 96,005 shares of Class A Common Stock held directly by Mr. Duca with respect to which he possesses sole voting and investment power; (ii) 197,500 shares of Class A Common Stock held by two trusts of which Mr. Duca is the sole trustee and who, in that capacity, possesses sole voting and investment power; (iii) 179,329 shares of Class A Common Stock held by three limited liability companies of which Mr. Duca is the managing member, and who, in that capacity, possesses sole voting and investment power; and; (iv) 7,022 shares of Class A Common Stock held by a trust for which Mr. Duca may be deemed to share voting and investment power with the other trustee, but to which Mr. Duca disclaims beneficial ownership. (6)The 6,107,513 shares of Class B Common Stock consist of: (i) 3,471,416 shares of Class B Common Stock held directly by Mr. Duca with respect to which he possesses sole voting and investment power; (ii) 2,461,578 shares of Class B Common Stock held by two trusts of which Mr. Duca is the sole trustee and who, in that capacity, possesses sole voting and investment power and; (iii) 174,519 shares of Class B Common Stock held by three limited liability companies of which Mr. Duca is the managing member, and who, in that capacity, possesses sole voting and investment power. The address for Mr. Duca is P.O. Box 5609, Santa Barbara, CA 93150. (7)This information is based solely on Amendment No. 8 to Schedule 13G filed on September 10, 2024. The 2,326,122 shares of Class A Common Stock consist of: (i) 10,270 shares with respect to which The Vanguard Group possesses shared voting power; (ii) 2,291,632 shares with respect to which The Vanguard Group possesses sole dispositive power; and (iii) 34,490 shares with respect to which The Vanguard Group possesses shared dispositive power. The address for The Vanguard Group is 100 Vanguard Blvd., Malvern, PA 19355. On March 26, 2026, The Vanguard Group filed Amendment No. 9 to Schedule 13G and reported that due to an internal realignment it no longer has or is deemed to have, beneficial ownership over shares of our Class A Common Stock beneficially owned by various Vanguard subsidiaries and/or business divisions. The Vanguard Group also reported that certain subsidiaries or business divisions that formerly had, or were deemed to have, beneficial ownership with the Vanguard Group, will report beneficial ownership separately (on a disaggregated basis). As of April 14, 2026, the most recent practicable date prior to the date of this Proxy Statement, no subsidiary or business division of The Vanguard Group had reported its beneficial ownership of shares of our Class A Common Stock. (8)Includes 2,437 shares of Class A Common Stock subject to outstanding RSUs and PSUs that were granted to Ms. Barat and will vest within 60 days of March 31, 2026. (9)The 449,950 shares of Class B Common Stock consists of (i) 420,450 shares of Class B Common Stock held by Oceanlink Investments Limited, which is managed by a Board of Directors that possesses voting and investment power with respect to these shares. Oceanlink Trust, of which Mr. von Blottnitz is a beneficiary, holds all of the equity interests of Oceanlink Investments Limited. Mr. von Blottnitz has shared power to revoke Oceanlink Trust; (ii) 17,000 shares of Class B Common Stock held directly by Mr. von Blottnitz with respect to which he possesses sole voting and investment power; and (iii) 12,500 shares of Class B Common Stock owned by Mr von Blottnitz' spouse. (10)The amount shown does not include an additional 1,564 shares of Class A Common Stock earned by the director under our Director Compensation program and deferred until a future date pursuant to an election made under our Nonemployee Director Deferred Compensation Plan. The deferred shares will not be issued within 60 days of March 31, 2026. (11)Ms. Casey was appointed to the Board on February 12, 2026. (12)Includes 1,858 shares of Class A Common Stock subject to outstanding RSUs and PSUs that were granted to Mr. Eaton and will vest within 60 days of March 31, 2026. (13)These shares of Class A Common Stock are held by the Janet Kerr Family Trust dated 7/16/2004 of which Ms. Kerr is the trustee, and who, in that capacity has sole voting and investment power. (14)This information is based solely on Company records as of November 14, 2025, the date of Mr. Mazza's departure from the Company. (15)Includes 730 shares of Class A Common Stock subject to outstanding RSUs and PSUs that were granted to Mr. Pickering and will vest within 60 days of March 31, 2026. (16)Includes (i) 5,369 shares of Class A Common Stock subject to outstanding RSUs and PSUs that will vest within 60 days of March 31, 2026, and (ii) 40,000 shares of Class A Common Stock issuable upon the exercise of stock options that are exercisable within 60 days of March 31, 2026. (17)Includes (i) 10,394 shares of Class A Common Stock that will vest within 60 days of March 31, 2026, and (ii) 40,000 shares of Class A Common Stock issuable upon the exercise of stock options that are exercisable within 60 days of March 31, 2026.

  102. CEO Pay Ratio

    | | 53 | 2026 Proxy Statement |

  103. CEO Pay Ratio

    | | Pay Versus Performance |

  104. Pay Versus Performance Table

    Pay Versus Performance Table The following table sets forth certain information with respect to the Company’s financial performance and the compensation paid to our NEOs for the fiscal years ended December 31, 2025, 2024, 2023, 2022 and 2021.

  105. Pay Versus Performance Table

    | Year | Summary Compensation Table Total for PEO 1(1) ($) | Summary Compensation Table Total for PEO 2(2) ($) | Compensation Actually Paid to PEO 1(3) ($) | Compensation Actually Paid to PEO 2(4) ($) | Average Summary Compensation Table Total for non-PEO NEOs(5) ($) | Average Compensation Actually Paid to non-PEO NEOs(6) ($) | Value of Initial Fixed $100 Investment Based On: | | Net Income (thousands) (9) ($) | Revenue (thousands) (10) ($) | | | | | | | | | Total Shareholder Return(7) ($) | Peer Group Total Shareholder Return(8) ($) | | | | 2025 | — | 5,438,904 | — | 2,705,358 | 2,761,061 | 2,043,519 | 129 | 258 | 140,923 | 950,822 | | 2024 | — | 5,018,965 | — | 20,189,041 | 1,832,437 | 2,295,431 | 137 | 201 | 204,068 | 794,202 | | 2023 | 15,091,243 | 17,746,877 | 15,091,243 | 30,056,865 | 3,409,160 | 8,957,933 | 96 | 147 | 2,702 | 620,445 | | 2022 | 1,025,317 | — | 1,025,317 | — | 1,515,992 | 563,715 | 59 | 89 | (68,119) | 471,883 | | 2021 | 1,461,382 | — | 1,461,382 | — | 6,790,593 | 5,879,551 | 67 | 138 | 1,028 | 359,370 |

  106. Pay Versus Performance Table

    (1)Reflects the total compensation amounts reported in the Summary Compensation Table ("SCT") for Mr. Jason Randall, our Principal Executive Officer (“PEO”) from August 8, 2017 through March 1, 2023 (“PEO 1”). (2)Reflects the total compensation amounts reported in the SCT for Mr. Trigg, our current PEO, who was appointed as the Company's President and Chief Executive Officer as of March 1, 2023 (“PEO 2”). Mr. Trigg was a non-PEO NEO during fiscal years 2021, and 2022 and his compensation during such periods is reflected in the applicable non-PEO NEO fields. (3)Reflects the compensation actually paid amounts for PEO 1 for the applicable fiscal year. In calculating the amounts set forth in this column, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. (4)Reflects the total compensation amounts reported in the SCT for the compensation actually paid amounts for PEO 2 for the applicable fiscal year. In calculating the amounts set forth in this column, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. For fiscal year 2025, the compensation actually paid to PEO 2 reflects each of the following adjustments made to the total compensation amounts reported in the SCT for fiscal year 2025, computed in accordance with Item 402(v) of Regulation S-K.

  107. Pay Versus Performance Table

    | Year | 2025 | | SCT Total Compensation ($) | 5,438,904 | | Less: Stock Award Grant Date Fair Values Reported in SCT for the Covered Year ($) | (4,000,307) | | Plus: Year-End Fair Value of Stock Awards Granted in the Covered Year that are Outstanding and Unvested ($) | 4,487,586 | | Change in Fair Value of Stock and Option Awards Granted in Prior Years that are Outstanding and Unvested (From Prior Year-End to Year-End) ($) | (3,130,295) | | Plus: Vesting Date Fair Value of Stock Awards Granted in the Covered Year that Vested in the Covered Year ($) | 299,255 | | Change in Fair Value of Stock and Option Awards Granted in Prior Years that Vested in the Covered Year (From Prior Year-End to Vesting Date) ($) | (389,785) | | Less: Prior Year-End Fair Value of Stock and Option Awards Granted in Prior Years that Failed to Vest during the Covered Year ($) | — | | Plus: Dollar Value of Dividends or other Earnings Paid on Stock and Option Awards in the Covered Year prior to Vesting (if not reflected in the fair value of such award or included in Total Compensation for the Covered Year) ($) | — | | Compensation Actually Paid ($) | 2,705,358 |

  108. Pay Versus Performance Table

    The assumptions used for determining the fair values shown in this table are materially consistent with those used to determine the fair values disclosed as of the grant date of such awards. Adjustments were made using stock option or grant date fair values as of each measurement date.

  109. Pay Versus Performance Table

    | | 54 | 2026 Proxy Statement |

  110. Pay Versus Performance Table

    (5)Reflects the average total compensation amounts reported in the SCT for the following non-PEO NEOs for the applicable fiscal year: 1.In 2025, Mr.Eaton, Ms. Barat, Mr. Pickering and Mr. Mazza 2.In 2024, Mr. Eaton, Mr. Mazza and Ms. Fay Sien Goon (our former Chief Financial Officer, who resigned effective October 25, 2024). 3.In 2023, Ms. Goon and Mr. Mazza. 4.In 2022, Ms. Goon, Mr. Mazza, Mr. Trigg, and Mr. Jonathan Walker (our former Chief Technology Officer, who resigned effective December 31, 2022). 5.In 2021, Ms. Goon, Mr. Mazza, Mr. Trigg, Mr. Walker, and Ms. Ida Kane (our former Chief Financial Officer, who resigned effective June 4, 2021). (6) Reflects the average compensation actually paid amounts for the non-PEO NEOs included in the preceding column for the applicable fiscal year. In calculating the amounts set forth in this column, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. For fiscal year 2025, the average compensation actually paid to the non-PEO NEOs reflects each of the following adjustments made to the total compensation amounts reported in the SCT for fiscal year 2025, computed in accordance with Item 402(v) of Regulation S-K:

  111. Pay Versus Performance Table

    | Year | 2025 Average | | SCT Total Compensation ($) | 2,761,061 | | Less: Stock Award Grant Date Fair Values Reported in SCT for the Covered Year ($) | (1,975,306) | | Plus: Year-End Fair Value of Stock Awards Granted in the Covered Year that are Outstanding and Unvested ($) | 1,642,567 | | Change in Fair Value of Stock and Option Awards Granted in Prior Years that are Outstanding and Unvested (From Prior Year-End to Year-End) ($) | (48,725) | | Plus: Vesting Date Fair Value of Stock Awards Granted in the Covered Year that Vested in the Covered Year ($) | 173,326 | | Change in Fair Value of Stock and Option Awards Granted in Prior Years that Vested in the Covered Year (From Prior Year-End to Vesting Date) ($) | (35,023) | | Less: Prior Year-End Fair Value of Stock and Option Awards Granted in Prior Years that Failed to Vest during the Covered Year ($) | (474,381) | | Plus: Dollar Value of Dividends or other Earnings Paid on Stock and Option Awards in the Covered Year prior to Vesting (if not reflected in the fair value of such award or included in Total Compensation for the Covered Year) ($) | — | | Compensation Actually Paid ($) | 2,043,519 |

  112. Pay Versus Performance Table

    The assumptions used for determining the fair values shown in this table are materially consistent with those used to determine the fair values disclosed as of the grant date of such awards. Adjustments were made using stock option or grant date fair values as of each measurement date. (7) Reflects the cumulative total shareholder return ("TSR") of the Company for each applicable fiscal year, calculated based on a fixed investment of $100 at market close on December 31, 2020. (8) Reflects the cumulative TSR of the Company’s peer group (“Peer Group TSR”) for each applicable fiscal year, calculated based on a fixed investment of $100 at market close on December 31, 2020. The peer group used to determine the Peer Group TSR for each applicable fiscal year is the Nasdaq Computer Index, which is the same index disclosed in the 2025 Annual Report on Form 10-K pursuant to Item 201(e) of Regulation S-K. (9) Reflects "Net Income" in the Company's Consolidated Statements of Operations included in the Annual Reports on Form 10-K for each applicable fiscal year. (10) We have selected “Revenue” as our most important financial measure (that is not otherwise required to be disclosed in the table) used to link compensation actually paid to our NEOs to Company performance for fiscal year 2025. “Revenue” is further described in the Company's Consolidated Statement of Operations included in the 2025 Annual Report on Form 10-K. We may determine a different financial performance measure to be the most important financial performance measure in future years.

  113. Pay Versus Performance Table

    | | 55 | 2026 Proxy Statement |

  114. Pay Versus Performance Graphs

    Pay Versus Performance Graphs In accordance with Item 402(v)(5) of Regulation S-K, the graphs below compare compensation actually paid to our NEOs and the performance measures presented in the Pay versus Performance Table above (collectively, the “PVP Graphs”).

  115. Pay Versus Performance Graphs

    | | 56 | 2026 Proxy Statement |

  116. Pay Versus Performance Tabular List

    Pay Versus Performance Tabular List Listed below are the performance measures that we believe represent the most important performance measures used to link compensation actually paid to our NEOs in fiscal year 2025 to company performance. The performance measures included below are not ranked by relative importance.

  117. Pay Versus Performance Tabular List

    | Most Important Performance Measures | | Booked Residential Units (Non-Financial Measure) | | Revenue (Financial Measure) | | Adjusted GAAP Operating Margin(1) (Financial Measure) |

  118. Pay Versus Performance Tabular List

    (1)Adjusted GAAP operating margin is defined as GAAP operating margin excluding certain non-cash or non-recurring items.

  119. Pay Versus Performance Tabular List

    | | 57 | 2026 Proxy Statement |