8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 7, 2025

Appian Corporation

(Exact name of Registrant as Specified in Its Charter)

Registrant’s Telephone Number, Including Area Code: (703) 442-8844

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01 Other Events.

On March 7, 2025, Appian Corporation (the "Company") issued a press release regarding the decision by the Supreme Court of Virginia in the lawsuit Appian Corp. v. Pegasystems Inc. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated by reference into Item 8.01.

Forward-Looking Statements

This Current Report on Form 8-K includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained herein other than statements of historical facts, including statements regarding the Company's ability to collect on the judgment, the outcome of any appeal, and the timing of such matters, are forward-looking statements. The words "anticipate," "believe," "continue," "estimate," "expect," "intend," "may," "will," and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties, including the risks and uncertainties set forth in the "Risk Factors" section of the Company's Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on February 19, 2025 and other reports that the Company has filed with the Securities and Exchange Commission. The Company is under no duty to update any of these forward-looking statements after the date of this press release to conform these statements to actual results or revised expectations, except as required by law.

Item 9.01 Financial Statements and Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Document

Exhibit 99.1

Supreme Court of Virginia Agrees to Hear Appian Petition to Reinstate $2.036 Billion Verdict Against Pegasystems, Inc.

MCLEAN, VA — March 7, 2025 — Appian [Nasdaq: APPN] announced today that the Supreme Court of Virginia agreed to hear its petition seeking to reinstate the $2.036 billion judgment against Pegasystems, Inc. (“Pega”). The petition, which raised four different errors made by the Court of Appeals, seeks to restore the jury’s verdict of willful and malicious trade secret misappropriation. The petition was granted on each of the four issues.

Appian originally brought the case to trial to ensure the protection of its intellectual property, including its trade secrets. The unanimous verdict from the jury was based on seven weeks of testimony from dozens of witnesses and thousands of pages of evidence introduced to show that Pegasystems employed a “spy” to analyze the inner workings of Appian’s software, improve its own product, and generate billions of dollars in revenue based on its misappropriation.

“We are encouraged that the Supreme Court of Virginia has agreed to review our case. We look forward to being heard by the highest court in Virginia and remain hopeful the Court will reinstate the jury’s verdict and corresponding damages, which were in line with the scope of wrongdoing found in this case and which we believe is the correct legal outcome,” stated Christopher Winters, General Counsel of Appian.

The Supreme Court also agreed to hear Pega’s cross-appeal issues, which presented arguments regarding the sufficiency of the evidence of trade secret misappropriation. Those arguments have been rejected by both the trial court and the Court of Appeals. The Virginia jury found Pegasystems violated the Virginia Computer Crimes Act, but Pegasystems declined to appeal that ruling below, meaning that the Virginia Computer Crimes Act violation by Pegasystems remains confirmed and final.

The petition will be subject to further briefing and argument in front of the Supreme Court of Virginia. Appian cannot predict the outcome of any appeals or the time it will take to resolve them.

Forward-Looking Statements

This press release includes forward-looking statements. All statements contained in this press release other than statements of historical facts, including statements regarding Appian's ability to collect on the judgment, the outcome of any appeal, and the timing of such matters, are forward-looking statements. All aspects of the case could be subject to further appeal by Appian or Pegasystems. Appian cannot predict the outcome of any appeals or the time it will take to resolve them. The words "anticipate," "believe," "continue," "estimate," "expect," "intend," "may," "will," and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties, including the risks and uncertainties set forth in the "Risk Factors" section of Appian's Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on February 19, 2025 and other reports that Appian has filed with the Securities and Exchange Commission. Appian is under no duty to update any of these forward-looking statements after the date of this press release to conform these statements to actual results or revised expectations, except as required by law.

About Appian

Appian is The Process Company. We deliver a software platform that helps organizations run better processes that reduce costs, improve customer experiences, and gain a strategic edge. Committed to client success, we serve many of the world’s largest companies across industries. For more information, visit appian.com. [Nasdaq: APPN]

For more information, contact:

Cindy Cheng

Senior Director, Global Marketing Communications

pr@appian.com