FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

HAQUE PROMOD 		2. Issuer Name and Ticker or Trading Symbol

Apigee Corp [ APIC ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

525 UNIVERSITY AVENUE, SUITE 800 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/25/2016
(Street)

PALO ALTO, CA 94301
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   10/25/2016     J (1)    4976891   D $0.00   (1) 0   I   By Limited Partnership   (2)
Common Stock   10/25/2016     J (3)    873561   D $0.00   (3) 0   I   By Limited Partnership   (4)
Common Stock   10/25/2016     J (5)    472557   D $0.00   (5) 0   I   By Limited Partnership   (6)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Shares were disposed via a pro rata in-kind distribution of Issuer's stock from Norwest Venture Partners IX, LP ("NVP IX") to its limited and general partners.
( 2)  The securities shown in Line 1 of Table I represent securities held of record by NVP IX. By virtue of his position as a co-Chief Executive Officer of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP IX, Promod Haque may be deemed to share voting and dispositive with respect to such securities. Mr. Haque disclaims beneficial ownership of all beneficial ownership of all such securities, expect to the extent of any pecuniary interest therein.
( 3)  Shares were disposed via a pro rata in-kind distribution of Issuer's stock from Norwest Venture Partners VIII, LP ("NVP VIII") to its limited and general partners.
( 4)  The securities shown in Line 2 of Table I represent securities held of record by NVP VIII. By virtue of his position as a co-Chief Executive Officer of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP VIII, Promod Haque may be deemed to share voting and dispositive with respect to such securities. Mr. Haque disclaims beneficial ownership of all beneficial ownership of all such securities, expect to the extent of any pecuniary interest therein.
( 5)  Shares were disposed via a pro rata in-kind distribution of Issuer's stock from Norwest Venture Partners XI, LP ("NVP XI") to its limited and general partners.
( 6)  The securities shown in Line 3 of Table I represent securities held of record by NVP XI. By virtue of his position as a co-Chief Executive Officer of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP XI, Promod Haque may be deemed to share voting and dispositive with respect to such securities. Mr. Haque disclaims beneficial ownership of all beneficial ownership of all such securities, expect to the extent of any pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
HAQUE PROMOD
525 UNIVERSITY AVENUE, SUITE 800
PALO ALTO, CA 94301 		X X


Signatures
/s/ Kurt Betcher, As Attorney in-fact 10/27/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
APIGEE CORP (NASDAQ:APIC)
Historical Stock Chart
From May 2024 to Jun 2024 Click Here for more APIGEE CORP Charts.
APIGEE CORP (NASDAQ:APIC)
Historical Stock Chart
From Jun 2023 to Jun 2024 Click Here for more APIGEE CORP Charts.