SECURITIES AND EXCHANGE COMMISSION FORM S-1 General form of registration statement for all companies including face-amount certificate companies Filing Date: 2017-09-05 SEC Accession No. 0001193125-17-276758 (HTML Version on secdatabase.com) FILER Alteryx, Inc. Mailing Address Business Address 3345 MICHELSON DRIVE 3345 MICHELSON DRIVE CIK:1689923| IRS No.: 900673106 | State of Incorp.:DE | Fiscal Year End: 1231 SUITE 400 SUITE 400 Type: S-1 | Act: 33 | File No.: 333-220342 | Film No.: 171068970 IRVINE CA 92612 IRVINE CA 92612 SIC: 7372 Prepackaged software (888) 836-4274 Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents As filed with the Securities and Exchange Commission on September 5, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Alteryx, Inc. (Exact name of Registrant as specified in its charter) Delaware 7372 90-0673106 (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorporation or organization) Classification Code Number) Identification Number) 3345 Michelson Drive, Suite 400 Irvine, California 92612 (888) 836-4274 (Address, including zip code, and telephone number, including area code, of Registrants principal executive offices) Dean A. Stoecker Chairman of the Board of Directors and Chief Executive Officer Alteryx, Inc. 3345 Michelson Drive, Suite 400 Irvine, California 92612 (888) 836-4274 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Gordon K. Davidson, Esq. Christopher M. Lal, Esq. Charles S. Kim, Esq. Michael A. Brown, Esq. Senior Vice President, General Counsel, and Andrew S. Williamson, Esq. William L. Hughes, Esq. Corporate Secretary Eric C. Jensen, Esq. Ran D. Ben-Tzur, Esq. Alteryx, Inc. Cooley LLP Fenwick & West LLP 3345 Michelson Drive, Suite 400 4401 Eastgate Mall 555 California Street, 12th Floor Irvine, California 92612 San Diego, California 92121 San Francisco, California 94104 (888) 836-4274 (858) 550-6000 (415) 875-2300 Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement. If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended, or Securities Act, check the following box. ☐ If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Securities Exchange Act of 1934, as amended. (Check one): Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ (Do not check if a smaller reporting company) Smaller reporting company ☐ 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 7(a)(2)(B) of the Securities Act. ☐ CALCULATION OF REGISTRATION FEE Proposed Maximum Proposed Maximum Amount to be Offering Price Aggregate Offering Amount of Title of Each Class of Securities to be Registered Registered(1) Per Share(2) Price(1)(2) Registration Fee(2) Class A common stock, par value $0.0001 per share 9,200,000 $22.48 $206,816,000 $23,970 Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document (1) Includes 1,200,000 shares of Class A common stock that the underwriters have the option to purchase. (2) Estimated solely for the purposes of calculating the amount of the registration fee in accordance with Rule 457(c) under the Securities Act and is based on the average of the high and low sales price of the registrants Class A common stock as reported on The New York Stock Exchange on August 28, 2017. The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment that specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine. Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents The information in this prospectus is not complete and may be changed. Neither we nor the selling stockholders may sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities, and neither we nor the selling stockholders are soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to Completion. Dated September 5, 2017. 8,000,000 Shares Class A Common Stock The selling stockholders identified in this prospectus, which include certain of our executive officers and directors and entities affiliated with our executive officers and directors, are offering 8,000,000 shares of our Class A common stock. We will not receive any of the proceeds from the sale of the shares to be offered by the selling stockholders. We have two classes of authorized common stock, Class A common stock and Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible into one share of Class A common stock. Outstanding shares of Class B common stock will represent approximately 95.5% of the voting power of our outstanding capital stock immediately following the completion of this offering, with our directors, executive officers, and 5% stockholders, and their respective affiliates, holding approximately 82.7% of the voting power of our capital stock following this offering. Our Class A common stock is listed on the New York Stock Exchange under the symbol AYX. On September 1, 2017, the last reported sale price of our Class A common stock on the New York Stock Exchange was $22.81 per share. We are an emerging growth company as that term is used in the Jumpstart Our Business Startups Act of 2012 and, as such, have elected to comply with certain reduced public company reporting requirements. See Risk Factors beginning on page 13 to read about factors you should consider before buying shares of our Class A common stock. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. Per Share Total Public offering price $ $ Underwriting discounts(1) $ $ Proceeds, before expenses, to the selling stockholders $ $ (1) See the section titled Underwriting for a description of the compensation payable to the underwriters. To the extent that the underwriters sell more than 8,000,000 shares of Class A common stock, the underwriters have the option to purchase up to an additional 1,200,000 shares from us and certain selling stockholders at the public offering price, less the underwriting discounts and commissions. The underwriters expect to deliver the shares against payment in New York, New York on , 2017. Goldman Sachs & Co. LLC J.P. Morgan BofA Merrill Lynch Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document KeyBanc Capital Markets William Blair JMP Securities Raymond James Cowen Prospectus dated , 2017. Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Table of Contents TABLE OF CONTENTS Page Prospectus Summary 1 Risk Factors 13 Special Note Regarding Forward-Looking Statements 48 Industry and Market Data 49 Use of Proceeds 50 Market Price of Our Class A Common Stock 51 Dividend Policy 52 Capitalization 53 Selected Consolidated Financial Data 55 Managements Discussion