APIC / American Pacific Investcorp LP - Units - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

APIC / Apigee Corporation / BAY PARTNERS X LP - SCHEDULE 13GA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1)* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Sta

APIC / Apigee Corporation / WELLS FARGO & COMPANY/MN Passive Investment

SC 13G/A 1 wfapigeecorp-03765n108x.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) APIGEE CORP (Name of Issuer) COM (Title of Class of Securities) 03765N108 (CUSIP Number) November 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Apigee 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-37346 APIGEE CORPORATION (Exact name of registrant as specified i

Apigee S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 10, 2016 Registration No.

Apigee S-8 POS

S-8 POS 1 d294263ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 10, 2016 Registration No. 333-207555 Registration No. 333-203614 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO: FORM S-8 REGISTRATION STATEMENT NO. 333-207555 FORM S-8 REGISTRATION STATEMENT NO. 333-203614 Under The Securities Act of 1933

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION APIGEE CORPORATION ARTICLE FIRST

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION ARTICLE FIRST The name of the corporation is Apigee Corporation (the ?Corporation?). ARTICLE SECOND The address of the Corporation?s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of Wilmington, 19808, County of New Castle. The name of the registered agent at such

Google Completes Acquisition of Apigee Corporation

EX-99.1 Exhibit 99.1 Google Completes Acquisition of Apigee Corporation San Jose, Calif. ? November 10, 2016 ? Apigee Corporation (NASDAQ: APIC) today announced the completion of the previously announced acquisition by Google. Under the terms of the definitive agreement for the acquisition, Apigee stockholders will receive $17.40 per share in cash, for a total value of approximately $625 million.

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) November 10, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

BYLAWS OF APIGEE CORPORATION ARTICLE I MEETINGS OF STOCKHOLDERS

EX-3.2 3 d282838dex32.htm EX-3.2 Exhibit 3.2 BYLAWS OF APIGEE CORPORATION ARTICLE I MEETINGS OF STOCKHOLDERS 1.1 Place of Meetings. Meetings of stockholders of Apigee Corporation, a Delaware corporation (the “Company”), shall be held at any place, within or outside the State of Delaware, designated by the Company’s Board of Directors (the “Board”). The Board may, in its sole discretion, determine

APIC / Apigee Corporation / WELLS FARGO & COMPANY/MN Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) APIGEE CORP (Name of Issuer) COM (Title of Class of Securities) 03765N108 (CUSIP Number) October 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [] R

APIC / Apigee Corporation / Norwest Venture Partners IX, LP - SC 13G/A Passive Investment

SC 13G/A 1 d292018dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) October 25, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

Apigee FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) November 8, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

EX-99.1

EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT Exhibit 99.1 FORM 4 JOINT FILER INFORMATION Name of "Reporting Persons": Norwest Venture Partners IX, LP Norwest Venture Partners VIII, LP Norwest Venture Partners XI, LP Jeffrey Crowe Matthew D. Howard Address: 525 University Avenue, Suite 800 Palo Alto, CA 94301 Designated Filer: Norwest Venture Partners IX, LP Issuer and Ticker Symbol: Apigee Corporati

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 26, 2016 (October 20, 2016) APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee Corporation Announces Receipt of German and Austrian Regulatory Approvals Under Proposed Acquisition by Google Inc.

Exhibit 99.1 Exhibit 99.1 Apigee Corporation Announces Receipt of German and Austrian Regulatory Approvals Under Proposed Acquisition by Google Inc. San Jose, Calif. ? October 26, 2016 ? Apigee Corporation (NASDAQ: APIC) today announced that regulatory clearance of the proposed acquisition of Apigee by Google Inc. was obtained from antitrust authorities in Germany on October 20, 2016. It also anno

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 14, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee Corporation Announces Early Termination of Hart-Scott-Rodino Waiting Period Under Proposed Acquisition by Google Inc.

EX-99.1 Exhibit 99.1 Apigee Corporation Announces Early Termination of Hart-Scott-Rodino Waiting Period Under Proposed Acquisition by Google Inc. San Jose, Calif. ? October 14, 2016 ? Apigee Corporation (NASDAQ: APIC) (?Apigee? or the ?Company?), the API company, today announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the ?HSR Act?), appl

Apigee DEFINITIVE PROXY PERTAINING TO A MERGER

Definitive Proxy Pertaining to a Merger Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 11, 2016 (October 10, 2016) APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee Corporation Announces Record Date and Meeting Date for Special Meeting of Stockholders

EX-99.1 Exhibit 99.1 Apigee Corporation Announces Record Date and Meeting Date for Special Meeting of Stockholders SAN JOSE, Calif. ? October 10, 2016 ? Apigee Corporation (NASDAQ: APIC) (?Apigee?), today announced that it has set a record date and a meeting date for its special meeting of stockholders to consider and act upon the previously announced Agreement and Plan of Merger, dated September

Apigee FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) October 11, 2016 (October 10, 2016) APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee Corporation Announces Record Date and Meeting Date for Special Meeting of Stockholders

EX-99.1 Exhibit 99.1 Apigee Corporation Announces Record Date and Meeting Date for Special Meeting of Stockholders SAN JOSE, Calif. ? October 10, 2016 ? Apigee Corporation (NASDAQ: APIC) (?Apigee?), today announced that it has set a record date and a meeting date for its special meeting of stockholders to consider and act upon the previously announced Agreement and Plan of Merger, dated September

Annual Report - 10-K/A

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (Amendment No.

APIC / Apigee Corporation / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) September 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT

SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into this 23 day of May, 2016, by and between SILICON VALLEY BANK, a California corporation ("Bank"), and APIGEE CORPORATION, a Delaware corporation ("Borrower").

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37346 APIGEE CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 20-1367539 (State or other jurisdiction of incorporation or organization) (I.

Apigee PRELIMINARY SPECIAL PROXY PERTAINING TO A MERGER

Preliminary Special Proxy Pertaining to a Merger Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Apigee Announces Fourth Quarter and Fiscal 2016 Results

Exhibit 99.1 Apigee Announces Fourth Quarter and Fiscal 2016 Results San Jose, Calif. – September 14, 2016 – Apigee (r) (NASDAQ: APIC), the API company, today announced financial results for its fourth quarter and fiscal year ended July 31, 2016 . Fiscal Year 2016 For FY 16, Apigee reported total revenue of $ 92.0 million , up 34% compared to $68.6 million in FY 15. Apigee reported FY 16 product r

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document 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): September 14, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Com

Apigee DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? De

# # #

EX-99.1 Exhibit 99.1 Apigee Enters Definitive Agreement to be Acquired by Google Joining forces to empower digital business with APIs and open cloud technologies SAN JOSE, Calif. ? Sept. 8, 2016 ? Apigee? (NASDAQ: APIC), the API company, today announced that it has entered into a definitive agreement under which Google will acquire Apigee for $17.40 per share in cash, for a total value of approxim

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 d251789d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) September 8, 2016 (September 7, 2016) APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jur

MERGER AGREEMENT by and among GOOGLE INC., AREOPAGUS INC. APIGEE CORPORATION Dated September 7, 2016

EX-2.1 2 d251789dex21.htm EX-2.1 Table of Contents Exhibit 2.1 EXECUTION COPY MERGER AGREEMENT by and among GOOGLE INC., AREOPAGUS INC. and APIGEE CORPORATION Dated September 7, 2016 Table of Contents TABLE OF CONTENTS Page Article I The Merger 1 Section 1.1 The Merger 1 Section 1.2 The Surviving Corporation of the Merger 2 Section 1.3 General Effects of the Merger 2 Section 1.4 Effect of the Merg

AMENDMENT TO AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION

EX-3.1 Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION Pursuant to resolutions duly adopted by the board of directors of Apigee Corporation, a Delaware corporation, effective September 7, 2016, the Amended and Restated Bylaws are amended as follows: ?9.5 FORUM SELECTION BYLAWS Unless the corporation consents in writing to the selection of an alternative forum (an ?Altern

Apigee 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) September 8, 2016 (September 7, 2016) APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

# # #

EX-99.1 Exhibit 99.1 Apigee Enters Definitive Agreement to be Acquired by Google Joining forces to empower digital business with APIs and open cloud technologies SAN JOSE, Calif. ? Sept. 8, 2016 ? Apigee? (NASDAQ: APIC), the API company, today announced that it has entered into a definitive agreement under which Google will acquire Apigee for $17.40 per share in cash, for a total value of approxim

MERGER AGREEMENT by and among GOOGLE INC., AREOPAGUS INC. APIGEE CORPORATION Dated September 7, 2016

EX-2.1 2 d251789dex21.htm EX-2.1 Table of Contents Exhibit 2.1 EXECUTION COPY MERGER AGREEMENT by and among GOOGLE INC., AREOPAGUS INC. and APIGEE CORPORATION Dated September 7, 2016 Table of Contents TABLE OF CONTENTS Page Article I The Merger 1 Section 1.1 The Merger 1 Section 1.2 The Surviving Corporation of the Merger 2 Section 1.3 General Effects of the Merger 2 Section 1.4 Effect of the Merg

AMENDMENT TO AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION

EX-3.1 Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION Pursuant to resolutions duly adopted by the board of directors of Apigee Corporation, a Delaware corporation, effective September 7, 2016, the Amended and Restated Bylaws are amended as follows: ?9.5 FORUM SELECTION BYLAWS Unless the corporation consents in writing to the selection of an alternative forum (an ?Altern

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 20, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee FORM 10-Q (Quarterly Report)

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37346 APIGEE CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 20-1367539 (State or other jurisdiction of incorporation or organization) (I.

Apigee Achieves 36% year-over-year Growth in Total Revenue and Delivers Record Revenue of $23.5 Million in its Third Quarter

EX-99.1 Exhibit 99.1 Apigee Achieves 36% year-over-year Growth in Total Revenue and Delivers Record Revenue of $23.5 Million in its Third Quarter ? Q3 Product Revenue of $18.6 million, a 39% year-over-year increase ? Q3 Gross Profit of $16.4 million, a 46% year-over-year increase ? Q3 Deferred Revenue of $50.9 million, a 33% year-over-year increase ? Q3 Cash Flow from Operations of ($3.5) million

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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): May 25, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commissio

FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT

EX-10.12 Exhibit 10.12 FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into this 2nd day of March, 2016, by and between SILICON VALLEY BANK, a California corporation (?Bank?), and APIGEE CORPORATION, a Delaware corporation (?Borrower?). RECITALS A. Bank and Borrower have enter

Apigee FORM 10-Q (Quarterly Report)

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37346 APIGEE CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 20-1367539 (State or other jurisdiction of incorporation or organization) (I.

Apigee Announces Record Revenue of $22.9 Million in its Second Quarter; 35% year-over-year Growth in Q2 16 Total Revenue

EX-99.1 2 d149975dex991.htm EX-99.1 Exhibit 99.1 Apigee Announces Record Revenue of $22.9 Million in its Second Quarter; 35% year-over-year Growth in Q2 16 Total Revenue • Q2 Revenue and non-GAAP operating loss better than guidance ranges • Q2 Product Revenue of $19.7 million a 54% year-over-year increase • Q2 Gross Profit of $16.2 million, a 53% year-over-year increase • Accelerates guidance for

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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): February 29, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Comm

APIC / Apigee Corporation / Norwest Venture Partners IX, LP - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned a

APIC / Apigee Corporation / Third Point LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APIGEE CORPORATION. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 03765N108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

APIC / Apigee Corporation / BAY PARTNERS X LP - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. )* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Stat

APIC / Apigee Corporation / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 13, 2016 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

APIC / Apigee Corporation / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) November 30, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37346 APIGEE CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 20-1367539 (State or other jurisdiction of incorporation or organization) (I.

Apigee FORM 8-K (Current Report/Significant Event)

Form 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): December 1, 2015 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commi

Apigee Announces Record First Quarter Revenue of $20.5 Million; 53% year-over-year Growth in Q1 Product Revenue

EX-99.1 Exhibit 99.1 Apigee Announces Record First Quarter Revenue of $20.5 Million; 53% year-over-year Growth in Q1 Product Revenue ? Q1 Revenue, Gross Billings and non-GAAP operating loss exceeded guidance ranges ? Q1 Product Gross Billings of $15.9 million, a 50% year-over-year increase ? Q1 Gross Profit of $14.1 million, a 51% year-over-year increase San Jose, Calif. ? December 1, 2015 ? Apige

Apigee DEFINITIVE PROXY STATEMENT

DEF 14A 1 d85301ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Co

Apigee DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Pro

EX-99.1

EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT Exhibit 99.1 FORM 4 JOINT FILER INFORMATION Name of "Reporting Persons": Norwest Venture Partners IX, LP Norwest Venture Partners VIII, LP Norwest Venture Partners XI, LP Jeffrey Crowe Matthew D. Howard Address: 525 University Avenue, Suite 800 Palo Alto, CA 94301 Designated Filer: Norwest Venture Partners IX, LP Issuer and Ticker Symbol: Apigee Corporati

Apigee S-8

S-8 As filed with the Securities and Exchange Commission on October 21, 2015 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37346 APIGEE CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 20-1367539 (State or other jurisdiction of incorporation or organization) (I.

Apigee FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 9, 2015 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 9, 2015 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Apigee Announces Record Fourth Quarter Revenue of $18.7 Million; 51% year-over-year Growth in Q4 Product Revenue

EX-99.1 Exhibit 99.1 Apigee Announces Record Fourth Quarter Revenue of $18.7 Million; 51% year-over-year Growth in Q4 Product Revenue ? Q4 Revenue and non-GAAP operating loss better than guidance ranges ? FY 15 Gross Product Billings of $63.4 million, a 44% year-over-year increase ? FY 15 Gross Profit of $43.6 million, a 75% year-over-year increase San Jose, Calif. ? September 9, 2015 ? Apigee? (N

Apigee FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 27, 2015 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

EX-99.1

Exhibit 99.1 FORM 4 JOINT FILER INFORMATION Name of "Reporting Persons": Norwest Venture Partners IX, LP Norwest Venture Partners VIII, LP Norwest Venture Partners XI, LP Jeffrey Crowe Matthew D. Howard Address: 525 University Avenue, Suite 800 Palo Alto, CA 94301 Designated Filer: Norwest Venture Partners IX, LP Issuer and Ticker Symbol: Apigee Corporation (APIC) Date of Earliest Transaction: Aug

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No. 1

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION Apigee Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), certifies that: A. The name of the Corporation is Apigee Corporation. The Corporation was originally incorporated under the name of Nexgen Machines, Inc. and the original Certificate of Incorporatio

AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION Adopted January 21, 2015 Effective on April 29, 2015 TABLE OF CONTENTS Page ARTICLE I — CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II — MEETINGS OF STOCKHOLDERS 1 2.1 PLAC

EX-3.2 3 d895450dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION Adopted January 21, 2015 Effective on April 29, 2015 TABLE OF CONTENTS Page ARTICLE I — CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II — MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF

Worldwide Sales Manager Compensation Plan FY 2015 For the period from May 1, 2014 through July 31, 2015

Exhibit 10.5 Worldwide Sales Manager Compensation Plan FY 2015 For the period from May 1, 2014 through July 31, 2015 1.0 GENERAL TERMS & CONDITIONS 1.1 INTRODUCTION This 2015 Apigee Corporation Sales Manager Compensation Plan (the “Plan”) has been designated to maximize the earnings potential of individual sales and sales management professionals who consistently exceed their goals and thereby hel

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

10-Q 1 d895450d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr

Apigee Announces Record Revenue of $17.3 Million; 53% year- over-year increase in subscription and support revenues • Raised $78.3 million in initial public offering on April 24th • Recognized as sector leader by Gartner • Released Apigee® Link, a ne

EX-99.1 Exhibit 99.1 Apigee Announces Record Revenue of $17.3 Million; 53% year- over-year increase in subscription and support revenues ? Raised $78.3 million in initial public offering on April 24th ? Recognized as sector leader by Gartner ? Released Apigee? Link, a new product for the Internet of Things San Jose, CA ? June 9, 2015 ? Apigee? (NASDAQ: APIC), developer of an intelligent API platfo

Apigee FORM 8-K (Current Report/Significant Event)

Form 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): June 9, 2015 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commissio

Apigee FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 15, 2015 APIGEE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37346 20-1367539 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

APIC / Apigee Corporation / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Apigee Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 03765N108 (CUSIP Number) April 30, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

EX-99.1

Exhibit 99.1 FORM 4 JOINT FILER INFORMATION Name of "Reporting Persons": Norwest Venture Partners IX, LP Norwest Venture Partners VIII, LP Norwest Venture Partners XI, LP Jeffrey Crowe Matthew D. Howard Address: 525 University Avenue, Suite 800 Palo Alto, CA 94301 Designated Filer: Norwest Venture Partners IX, LP Issuer and Ticker Symbol: Apigee Corporation (APIC) Date of Earliest Transaction: Apr

Apigee S-8

S-8 As filed with the Securities and Exchange Commission on April 24, 2015 Registration No.

5,115,000 Shares COMMON STOCK

424B4 1 d804501d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-202885 PROSPECTUS 5,115,000 Shares COMMON STOCK Apigee Corporation is offering 5,115,000 shares of its common stock. This is our initial public offering and prior to this offering there has been no public market for our shares. The initial public offering price is $17.00 per share. We have been

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT the undersigned hereby constitutes and appoints William Song and Joshua L.

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS THAT the undersigned hereby constitute and appoint William Song and Joshua L.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis, the undersigned's true and lawful attorney-in-fact, to: 1.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

Attachment to Form 3 FORM 3 JOINT FILER INFORMATION

Attachment to Form 3 FORM 3 JOINT FILER INFORMATION Name and Address: Third Point LLC 390 Park Avenue New York, NY 10022 Date of Event Requiring Statement:04/23/15 Issuer and Ticker Symbol: Apigee Corporation [APIC] Relationship to Issuer: Director Designated Filer: Daniel S.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Tim Wan, the undersigned's true and lawful attorney-in-fact, to: 1.

Update and Supplement to Preliminary Prospectus Dated April 13, 2015

FWP Filed Pursuant to Rule 433 of the Securities Act of 1933 Issuer Free Writing Prospectus dated April 23, 2015 Registration No.

As filed with the Securities and Exchange Commission on April 23, 2015

Amendment No. 3 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on April 23, 2015 Registration No. 333-202885 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 APIGEE CORPORATION (Exact name of Registrant as specified in its charter) Delaware 7372 20-1367539

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

EX-99.1

EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT Exhibit 99.1 FORM 3 JOINT FILER INFORMATION Name of "Reporting Persons": Norwest Venture Partners IX, LP Norwest Venture Partners VIII, LP Norwest Venture Partners XI, LP Jeffrey Crowe Matthew D. Howard Address: 525 University Avenue, Suite 800 Palo Alto, CA 94301 Designated Filer: Norwest Venture Partners IX, LP Issuer and Ticker Symbol: Apigee Corporati

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

EX-24

Exhibit 24 POWER OF ATTORNEY The undersigned, as a Section 16 reporting person of Apigee Corporation (the "Company"), hereby constitutes and appoints Stacey Giamalis and Tim Wan, the undersigned's true and lawful attorneys-in-fact, to: 1.

Apigee ESP

CORRESPONDENCE April 21, 2015 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Apigee ESP

CORRESPONDENCE April 21, 2015 VIA EDGAR Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.

Apigee ESP

650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com April 21, 2015 Via EDGAR and Overnight Delivery Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Barbara C. Jacobs Katherine Wray Juan Migone Stephen Krikorian Re: Apigee Corporation Amendment No. 2 to Registration Statement on Form S-1 F

Appendix A

Exhibit 10.8 April 8, 2015 Anant Jhingran Care of Apigee Corporation 10 S. Almaden Boulevard, 16th Floor San Jose, California 95113 Dear Anant: This letter agreement is to confirm the current terms and conditions of your employment with Apigee Corporation (the ?Company,? ?we,? or ?us?). This letter agreement is effective as of the date you sign below. Capitalized terms not otherwise used below wil

NUMBER AC INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE apigee SHARES CUSIP 03765N 10 8 SEE REVERSE FOR CERTAIN DEFINITIONS This certifies that is the record holder of By: ameriCan CounTeRsIgned (new And FULLY PAID AND NONASSESSABLE SHARES OF

Exhibit 4.4 NUMBER AC INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE apigee SHARES CUSIP 03765N 10 8 SEE REVERSE FOR CERTAIN DEFINITIONS This certifies that is the record holder of By: ameriCan CounTeRsIgned (new And FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK PAR VLAUE $0.001 PAR VALUE PER SHARE, OF APIGEE CORPORATION transferable on the books of the corporation in person or by duly

APIGEE CORPORATION 2015 EMPLOYEE STOCK PURCHASE PLAN

Exhibit 10.4 APIGEE CORPORATION 2015 EMPLOYEE STOCK PURCHASE PLAN 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated Contributions. The Company intends for the Plan to have two components: a Code Section 423 Component (?423 Component?) and a non-Code Section 423 Component (?Non-423

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION APIGEE CORPORATION

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION APIGEE CORPORATION, a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY: FIRST: The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of Delaware on June 3, 2004 by the Corporation under

Appendix A

EX-10.5 10 d804501dex105.htm EXHIBIT 10.5 Exhibit 10.5 April 8, 2015 Chet Kapoor Care of Apigee Corporation 10 S. Almaden Boulevard, 16th Floor San Jose, California 95113 Dear Chet: This letter agreement is to confirm the current terms and conditions of your employment with Apigee Corporation (the “Company,” “we,” or “us”). This letter agreement is effective as of the date you sign below. Capitali

Appendix A

Exhibit 10.7 April 8, 2015 Stacey Giamalis Care of Apigee Corporation 10 S. Almaden Boulevard, 16th Floor San Jose, California 95113 Dear Stacey: This letter agreement is to confirm the current terms and conditions of your employment with Apigee Corporation (the ?Company,? ?we,? or ?us?). This letter agreement is effective as of the date you sign below. Capitalized terms not otherwise used below w

Appendix A

Exhibit 10.9 April 8, 2015 Shankar Ramaswamy Care of Apigee Corporation 10 S. Almaden Boulevard, 16th Floor San Jose, California 95113 Dear Shankar: This letter agreement is to confirm the current terms and conditions of your employment with Apigee Corporation (the ?Company,? ?we,? or ?us?). This letter agreement is effective as of the date you sign below. Capitalized terms not otherwise used belo

AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION Adopted [ ], 2015 Effective on [ ], 2015 TABLE OF CONTENTS Page ARTICLE I — CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II — MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETING

Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF APIGEE CORPORATION Adopted [ ], 2015 Effective on [ ], 2015 TABLE OF CONTENTS Page ARTICLE I ? CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II ? MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 ADVANCE NOTICE PROCEDURES 2 2.5 NOTICE OF STOCKHOLDERS? MEETINGS 6 2.6 QUORUM 6 2.7 ADJ

Appendix A

Exhibit 10.10 April 8, 2015 Steve Rowland Care of Apigee Corporation 10 S. Almaden Boulevard, 16th Floor San Jose, California 95113 Dear Steve: This letter agreement is to confirm the current terms and conditions of your employment with Apigee Corporation (the ?Company,? ?we,? or ?us?). This letter agreement is effective as of the date you sign below. Capitalized terms not otherwise used below wil

As filed with the Securities and Exchange Commission on April 13, 2015

Amendment No. 2 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on April 13, 2015 Registration No. 333-202885 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 APIGEE CORPORATION (Exact name of Registrant as specified in its charter) Delaware 7372 20-1367539

APIGEE CORPORATION 2015 EQUITY INCENTIVE PLAN

Exhibit 10.3 APIGEE CORPORATION 2015 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ? to attract and retain the best available personnel for positions of substantial responsibility, ? to provide additional incentive to Employees, Directors and Consultants, and ? to promote the success of the Company?s business. The Plan permits the grant of Incentive Stock Options, N

Apigee FORM 8-A12B

Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Apigee Corporation (Exact name of registrant as specified in its charter) Delaware 20-1367539 (State of incorporation or organization) (I.R.S. Employer Identification No.) 10 S. Almaden

April 13, 2015

CORRESP 36 filename36.htm 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com April 13, 2015 Via EDGAR and Overnight Delivery Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Barbara C. Jacobs Katherine Wray Juan Migone Stephen Krikorian Re: Apigee Corporation Amendment No. 1 to Registrati

Shares APIGEE CORPORATION Common Stock, $0.001 Par Value UNDERWRITING AGREEMENT [ ], 2015

Exhibit 1.1 Shares APIGEE CORPORATION Common Stock, $0.001 Par Value UNDERWRITING AGREEMENT [ ], 2015 , 2015 Morgan Stanley & Co. LLC J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue,

Appendix A

Exhibit 10.6 April 8, 2015 Tim Wan Care of Apigee Corporation 10 S. Almaden Boulevard, 16th Floor San Jose, California 95113 Dear Tim: This letter agreement is to confirm the current terms and conditions of your employment with Apigee Corporation (the ?Company,? ?we,? or ?us?). This letter agreement is effective as of the date you sign below. Capitalized terms not otherwise used below will have th

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION Apigee Corporation, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), certifies that: A. The name of the Corporation is Apigee Corporation. The Corporation was originally incorporated under the name of Nexgen Machines, Inc. and the original Certificate of Incorporatio

Apigee ESP

CORRESP 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com CONFIDENTIAL TREATMENT REQUESTED BY APIGEE CORPORATION: APIC-0001 April 6, 2015 CERTAIN PORTIONS OF THIS LETTER HAVE BEEN OMITTED FROM THE VERSION FILED VIA EDGAR. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. INFORMATION THAT WAS OMITTED IN THE EDGAR VERSION HAS B

As filed with the Securities and Exchange Commission on March 30, 2015

Amendment No. 1 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on March 30, 2015 Registration No. 333-202885 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 APIGEE CORPORATION (Exact name of Registrant as specified in its charter) Delaware 7372 20-1367539

Apigee ESP

CORRESP March 30, 2015 Via EDGAR and Overnight Delivery Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.

WARRANT TO PURCHASE STOCK Company: APIGEE CORPORATION, a Delaware corporation Number of Shares: 315,000 (the “Initial Shares”), plus all Additional Shares which Holder is entitled to purchase pursuant to Section 1.7 Type/Series of Stock: Common Stock

Exhibit 4.2 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, S

BYLAWS OF NEXGEN BUSINESS MACHINES, INC.

Exhibit 3.3 BYLAWS OF NEXGEN BUSINESS MACHINES, INC. The duly elected and acting Secretary of Nexgen Business Machines, Inc., a Delaware corporation (the ?Corporation?), has certified (which certification is affixed hereto) that these are the current and effective Bylaws of the Corporation (the ?Bylaws?), duly adopted by the Corporation on June 14, 2004. ARTICLE I: STOCKHOLDERS 1.01 Annual Meeting

APIGEE CORPORATION EXECUTIVE INCENTIVE COMPENSATION PLAN

Exhibit 10.14 APIGEE CORPORATION EXECUTIVE INCENTIVE COMPENSATION PLAN 1. Purposes of the Plan. The Plan is intended to increase shareholder value and the success of the Company by motivating Employees to (a) perform to the best of their abilities, and (b) achieve the Company?s objectives. 2. Definitions. (a) ?Actual Award? means as to any Performance Period, the actual award (if any) payable to a

APIGEE CORPORATION 2005 STOCK INCENTIVE PLAN As Amended and Restated by the Board on December 14, 2013 Approved by the Stockholders on December 14, 2013 TABLE OF CONTENTS Page SECTION 1. PURPOSE 1 SECTION 2. DEFINITIONS 1 2.1 “Award” 1 2.2 “Award Agr

Exhibit 10.2 APIGEE CORPORATION 2005 STOCK INCENTIVE PLAN As Amended and Restated by the Board on December 14, 2013 Approved by the Stockholders on December 14, 2013 TABLE OF CONTENTS Page SECTION 1. PURPOSE 1 SECTION 2. DEFINITIONS 1 2.1 ?Award? 1 2.2 ?Award Agreement? 1 2.3 ?Board? 1 2.4 ?Cause? 1 2.5 ?Change in Control? 2 2.6 ?Code? 3 2.7 ?Committee? 3 2.8 ?Company? 3 2.9 ?Consultant? 3 2.10 ?D

As filed with the Securities and Exchange Commission on March 20, 2015

S-1 Table of Contents As filed with the Securities and Exchange Commission on March 20, 2015 Registration No.

APIGEE CORPORATION AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT

Exhibit 4.1 Execution Copy APIGEE CORPORATION AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of the 17th day of April, 2014, by and among APIGEE CORPORATION, a Delaware corporation (the ?Company?), each of the persons listed on Schedule A (each, an ?Investor? and collectively, the ?Investors?) an

APIGEE CORPORATION INDEMNIFICATION AGREEMENT

Exhibit 10.1 APIGEE CORPORATION INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?) is dated as of [ ], 2015, and is between Apigee Corporation, a Delaware corporation (the ?Company?), and [insert name of indemnitee] (?Indemnitee?). RECITALS A. Indemnitee?s service to the Company substantially benefits the Company. B. Individuals are reluctant to serve as directors or offic

SUBSIDIARIES OF APIGEE CORPORATION Subsidiary Jurisdiction Apigee Technologies (India) Private Limited India Apigee Europe Limited United Kingdom Apigee Singapore Pte Ltd Singapore Apigee Australia Pty Ltd Australia Apigee Japan K K Japan Apigee Corp

Exhibit 21.1 SUBSIDIARIES OF APIGEE CORPORATION Subsidiary Jurisdiction Apigee Technologies (India) Private Limited India Apigee Europe Limited United Kingdom Apigee Singapore Pte Ltd Singapore Apigee Australia Pty Ltd Australia Apigee Japan K K Japan Apigee Corporation (branch) Dubai InsightsOne Systems, Inc. Delaware

SEPARATION AGREEMENT AND GENERAL RELEASE Revised Effective November 21, 2014

Exhibit 10.11 SEPARATION AGREEMENT AND GENERAL RELEASE Revised Effective November 21, 2014 THIS SEPARATION AGREEMENT AND GENERAL RELEASE (?Agreement?) is entered into on date set forth below, voluntarily, knowingly, and willingly, between Steve Valenzuela (?Mr. Valenzuela?), his representatives, successors, and assigns and Apigee Corporation. (?Apigee?), and all its parent, subsidiary, predecessor

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT

Exhibit 10.12 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this ?Agreement?) dated as of November 17, 2014 (the ?Effective Date?) between SILICON VALLEY BANK, a California corporation (?Bank?), and APIGEE CORPORATION, a Delaware corporation (?Borrower?), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank.

WARRANT TO PURCHASE COMMON STOCK Company: APIGEE CORPORATION, a Delaware corporation Number of Shares: That number of Shares (rounded down to the nearest whole number) which could be purchased for $ at the Warrant Price (the “Initial Shares”), plus a

Exhibit 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAD) ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, S

OFFICE LEASE

Exhibit 10.13 OFFICE LEASE This Office Lease (this ?Lease?), dated as of the date set forth in Section 1.1, is made by and between CA-10 ALMADEN LIMITED PARTNERSHIP, a Delaware limited partnership (?Landlord?), and APIGEE CORPORATION, a Delaware corporation (?Tenant?). The following exhibits are incorporated herein and made a part hereof: Exhibit A-1 (Outline of Suite 1600); Exhibit A-2 (Outline o

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION APIGEE CORPORATION

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION APIGEE CORPORATION, a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY: FIRST: The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of Delaware on June 3, 2004 by the Corporation under

Apigee TR

DRSLTR March 9, 2015 Via EDGAR and Overnight Delivery Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.

Apigee A

Table of Contents Confidential draft No. 4 as confidentially submitted to the Securities and Exchange Commission on March 9, 2015 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 RE

APIC / Apigee Corporation DRS/A - -

DRS/A Draft No. 3 Table of Contents Confidential draft No. 3 as confidentially submitted to the Securities and Exchange Commission on February 9, 2015 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D

APIC / Apigee Corporation DRSLTR - -

DRSLTR February 9, 2015 Via EDGAR and Overnight Delivery Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.

APIC / Apigee Corporation DRSLTR - -

DRSLTR 650 Page Mill Road Palo Alto, CA 94304-1050 PHONE 650.493.9300 FAX 650.493.6811 www.wsgr.com January 9, 2015 Via EDGAR and Overnight Delivery Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Barbara C. Jacobs Katherine Wray Juan Migone Stephen Krikorian Re: Apigee Corporation Draft Registration Statement on Form S-1 Submit

APIC / Apigee Corporation DRS/A - -

DRS/A Draft No. 2 Table of Contents Confidential draft No. 2 as confidentially submitted to the Securities and Exchange Commission on January 9, 2015 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

SUBSIDIARIES OF APIGEE CORPORATION Subsidiary Jurisdiction Apigee Technologies (India) Private Limited India Apigee Europe Limited United Kingdom Apigee Singapore Pte Ltd Singapore Apigee Australia Pty Ltd Australia Apigee Japan K K Japan Apigee Corp

EX-21.1 Exhibit 21.1 SUBSIDIARIES OF APIGEE CORPORATION Subsidiary Jurisdiction Apigee Technologies (India) Private Limited India Apigee Europe Limited United Kingdom Apigee Singapore Pte Ltd Singapore Apigee Australia Pty Ltd Australia Apigee Japan K K Japan Apigee Corporation (branch) Dubai InsightsOne Systems, Inc. Delaware

APIGEE CORPORATION 2005 STOCK INCENTIVE PLAN As Amended and Restated by the Board on December 14, 2013 Approved by the Stockholders on December 14, 2013 TABLE OF CONTENTS Page SECTION 1. PURPOSE 1 SECTION 2. DEFINITIONS 1 2.1 “Award” 1 2.2 “Award Agr

EX-10.2 5 filename5.htm Exhibit 10.2 APIGEE CORPORATION 2005 STOCK INCENTIVE PLAN As Amended and Restated by the Board on December 14, 2013 Approved by the Stockholders on December 14, 2013 TABLE OF CONTENTS Page SECTION 1. PURPOSE 1 SECTION 2. DEFINITIONS 1 2.1 “Award” 1 2.2 “Award Agreement” 1 2.3 “Board” 1 2.4 “Cause” 1 2.5 “Change in Control” 2 2.6 “Code” 3 2.7 “Committee” 3 2.8 “Company” 3 2.

BYLAWS OF NEXGEN BUSINESS MACHINES, INC.

EX-3.3 Exhibit 3.3 BYLAWS OF NEXGEN BUSINESS MACHINES, INC. The duly elected and acting Secretary of Nexgen Business Machines, Inc., a Delaware corporation (the “Corporation”), has certified (which certification is affixed hereto) that these are the current and effective Bylaws of the Corporation (the “Bylaws”), duly adopted by the Corporation on June 14, 2004. ARTICLE I: STOCKHOLDERS 1.01 Annual

APIC / Apigee Corporation DRS - -

Draft Registration Statement Submission No. 1 Table of Contents As confidentially submitted to the Securities and Exchange Commission on November 26, 2014 This draft registration statement has not been publicly filed with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washingto

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EX-10.15 Exhibit 10.15 OFFICE LEASE This Office Lease (this “Lease”), dated as of the date set forth in Section 1.1, is made by and between CA-10 ALMADEN LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and APIGEE CORPORATION, a Delaware corporation (“Tenant”). The following exhibits are incorporated herein and made a part hereof: Exhibit A-1 (Outline of Suite 1600); Exhibit A-2 (

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EX-4.1 Exhibit 4.1 Execution Copy APIGEE CORPORATION AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of the 17th day of April, 2014, by and among APIGEE CORPORATION, a Delaware corporation (the “Company”), each of the persons listed on Schedule A (each, an “Investor” and collectively, the “Investo

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION APIGEE CORPORATION

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF APIGEE CORPORATION APIGEE CORPORATION, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY: FIRST: The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of Delaware on June 3, 2004 by the Corporatio

AWS Customer Agreement

EX-10.17 Exhibit 10.17 AWS Customer Agreement This AWS Customer Agreement (this “Agreement”) contains the terms and conditions that govern your access to and use of the Service Offerings (as defined below) and is an agreement between Amazon Web Services, Inc. (“AWS,” “we,” “us,” or “our”) and you or the entity you represent (“you”). This Agreement takes effect when you click an “I Accept” button o