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Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Clearline Capital | 467,521 | 467,521 | 6.8% | |||
| Clearline Capital | 467,521 | 467,521 | 6.8% | |||
| Clearline Capital GP | 467,521 | 467,521 | 6.8% | |||
| Marc Majzner | 467,521 | 467,521 | 6.8% |
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Page 1 of 10 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
Apptio Inc.
(Name of
Issuer)
Class A Common Stock
(Title of Class of
Securities)
03835C108
(CUSIP Number)
March 28, 2017
(Date of Event which Requires
Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[_]Rule 13d-1(b)
[X] Rule 13d-1(c)
[_] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting persons initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be filed for the purpose of Section 18 of the
Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities
of that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
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Page 2 of 10 – SEC Filing
SCHEDULE 13G
| CUSIP No. 03835C108 |
| 1 | Names of Reporting Persons |
| Clearline Capital LP EIN:90-0934356 | |
| 2 | Check the appropriate box if a member of a Group (see instructions) |
| (a) [ ] Not Applicable | |
| (b) [ ] | |
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization |
| Delaware |
| 5 | Sole Voting Power | |
| Number of | 0 | |
| Shares | 6 | Shared Voting Power |
| Beneficially | 467,521 | |
| Owned by Each | ||
| Reporting Person | 7 | Sole Dispositive Power |
| With: | ||
| 0 | ||
| 8 | Shared Dispositive Power | |
| 467,521 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting |
| 467,521 | |
| 10 | Check box if the aggregate amount in row (9) excludes |
| [ ] Not Applicable | |
| 11 | Percent of class represented by amount in row |
| 6.8% | |
| 12 | Type of Reporting Person (See Instructions) |
| IA |
Page 2 of 10
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Page 3 of 10 – SEC Filing
SCHEDULE 13G
| CUSIP No. 03835C108 |
| 1 | Names of Reporting Persons |
| Clearline Capital LLC EIN:80-0879780 | |
| 2 | Check the appropriate box if a member of a Group (see instructions) |
| (a) [ ] Not Applicable | |
| (b) [ ] | |
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization |
| Delaware |
| 5 | Sole Voting Power | |
| Number of | 0 | |
| Shares | 6 | Shared Voting Power |
| Beneficially | ||
| Owned by Each | 467,521 | |
| Reporting Person | 7 | Sole Dispositive Power |
| With: | ||
| 0 | ||
| 8 | Shared Dispositive Power | |
| 467,521 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting |
| 467,521 | |
| 10 | Check box if the aggregate amount in row (9) excludes |
| [ ] Not Applicable | |
| 11 | Percent of class represented by amount in row |
| 6.8% | |
| 12 | Type of Reporting Person (See Instructions) |
| IA |
Page 3 of 10
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Page 4 of 10 – SEC Filing
SCHEDULE 13G
| CUSIP No. 03835C108 |
| 1 | Names of Reporting Persons |
| Clearline Capital GP LLC EIN:46-2006930 | |
| 2 | Check the appropriate box if a member of a Group (see instructions) |
| (a) [ ] Not Applicable | |
| (b) [ ] | |
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization |
| Delaware |
| 5 | Sole Voting Power | |
| Number of | 0 | |
| Shares | 6 | Shared Voting Power |
| Beneficially | ||
| Owned by Each | 467,521 | |
| Reporting Person | 7 | Sole Dispositive Power |
| With: | ||
| 0 | ||
| 8 | Shared Dispositive Power | |
| 467,521 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting |
| 467,521 | |
| 10 | Check box if the aggregate amount in row (9) excludes |
| [ ] Not Applicable | |
| 11 | Percent of class represented by amount in row |
| 6.8% | |
| 12 | Type of Reporting Person (See Instructions) |
| IA |
Page 4 of 10
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Page 5 of 10 – SEC Filing
SCHEDULE 13G
| CUSIP No. 03835C108 |
| 1 | Names of Reporting Persons |
| Marc Majzner | |
| 2 | Check the appropriate box if a member of a Group (see instructions) |
| (a) [ ] Not Applicable | |
| (b) [ ] | |
| 3 | Sec Use Only |
| 4 | Citizenship or Place of Organization |
| United States |
| 5 | Sole Voting Power | |
| Number of | 0 | |
| Shares | 6 | Shared Voting Power |
| Beneficially | ||
| Owned by Each | 467,521 | |
| Reporting Person | 7 | Sole Dispositive Power |
| With: | ||
| 0 | ||
| 8 | Shared Dispositive Power | |
| 467,521 |
| 9 | Aggregate Amount Beneficially Owned by Each Reporting |
| 467,521 | |
| 10 | Check box if the aggregate amount in row (9) excludes |
| [ ] Not Applicable | |
| 11 | Percent of class represented by amount in row |
| 6.8% | |
| 12 | Type of Reporting Person (See Instructions) |
| IN |
Page 5 of 10
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Page 6 of 10 – SEC Filing
Item 1.
| (a) | Name of Issuer: Apptio Inc. (Apptio) |
| (b) | Address of Issuers Principal Executive Offices: |
Item 2.
| (a) | Name of Person Filing: |
Clearline Capital LP
Clearline Capital LLC
Clearline Capital GP LLC
Marc Majzner
| (b) | Address of Principal Business Office or, if None, |
| (c) | Citizenship: |
| Clearline Capital LP – Delaware | |
| Clearline Capital LLC – Delaware | |
| Clearline Capital GP LLC – Delaware | |
| Marc Majzner US Citizen | |
| (d) | Title and Class of Securities: Class A Common |
| (e) | CUSIP No.: 03835C108 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) |
| (a) | [_] | Broker or dealer registered under Section 15 of the Act; | |
| (b) | [_] | Bank as defined in Section 3(a)(6) of the Act; | |
| (c) | [_] | Insurance company as defined in Section 3(a)(19) of the Act; | |
| (d) | [_] | Investment company registered under Section 8 of the Investment Company Act of 1940; | |
| (e) | [_] | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); | |
| (f) | [_] | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); | |
| (g) | [_] | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
Page 6 of 10
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| (h) | [_] | A savings associations as defined in Section 3(b) of the | |
| (i) | [_] | A church plan that is excluded from the definition of an | |
| (j) | [_] | A non-U.S. institution in accordance with Rule | |
| (k) | [_] | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If |
Item 4. Ownership***
As of the close of business on April 5, 2017, Clearline Capital
LP, Clearline Capital LLC, Clearline Capital GP LLC and Marc Majzner
beneficially owned 467,521 shares, or 6.8%, of the Issuers Class A Common Stock
outstanding. The percentage was calculated based on the 6,900,000 shares of
Class A Common Stock outstanding as of February 14, 2017, as per the Issuers
Form 10-K dated February 17, 2017.
| (a) | Amount Beneficially Owned***: | |
| As of the close of business on April 5, 2017, Clearline | ||
| As of the close of business on April 5, 2017, Clearline | ||
| As of the close of business on April 5, 2017, Clearline | ||
| As of the close of business on April 5, 2017, Marc | ||
| (b) | Percent of Class: | |
| As of the close of business on April 5, 2017, Clearline | ||
| As of the close of business on April 5, 2017, Clearline | ||
| As of the close of business on April 5, 2017, Clearline | ||
| As of the close of business on April 5, 2017, Marc |
| (c) | Number of shares as to which such person |
| (i) | Sole power to vote or to direct the vote: | |
| (ii) | Shared power to vote or to direct the |
Page 7 of 10
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Page 8 of 10 – SEC Filing
Clearline Capital LP beneficially
owned 467,521 shares as of close of business on April 5, 2017
Clearline Capital LLC beneficially
owned 467,521 shares as of close of business on April 5, 2017
Clearline Capital GP LLC beneficially
owned 467,521 shares as of close of business on April 5, 2017
Marc Majzner beneficially owned 467,521
shares as of close of business on April 5, 2017
| (iii) | Sole power to | |
| (iv) | Shared power to |
Clearline Capital LP beneficially owned
467,521 shares as of close of business on April 5, 2017
Clearline Capital LLC beneficially
owned 467,521 shares as of close of business on April 5, 2017
Clearline Capital GP LLC beneficially
owned 467,521 shares as of close of business on April 5, 2017
Marc Majzner beneficially owned 467,521
shares as of close of business on April 5, 2017
*** Shares reported herein are held by investment advisory
clients for which Clearline Capital LP serves as the investment manager and
Clearline Capital GP LLC serves as the general partner. Clearline Capital LLC
serves as the general partner of Clearline Capital LP. Marc Majzner serves as
managing member of both Clearline Capital LLC and Clearline Capital GP LLC. Each
of the Reporting Persons disclaims beneficial ownership of the shares reported
herein except to the extent of its or its pecuniary interest therein.
| Item 5. | Ownership of Five Percent or Less of a |
| If this statement is being filed to report the fact that | |
| Item 6. | Ownership of more than Five Percent on Behalf |
| Item 7. | Identification and classification of the |
| Item 8. | Identification and classification of members of |
| Item 9. | Notice of Dissolution of Group. Not |
| Item 10. | Certifications. |
Page 8 of 10
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Page 9 of 10 – SEC Filing
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: April 5, 2017
| CLEARLINE CAPITAL LP | |
| By: Clearline Capital LLC | |
| By: /s/Marc Majzner | |
| Name: Marc Majzner | |
| Title: Managing Member | |
| CLEARLINE CAPITAL LLC | |
| By: /s/Marc Majzner | |
| Name: Marc Majzner | |
| Title: Managing Member | |
| CLEARLINE CAPITAL GP LLC | |
| By: /s/Marc Majzner | |
| Name: Marc Majzner | |
| Title: Managing Member | |
| MARC MAJZNER | |
| /s/Marc Majzner |
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative. If the statement
is signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representative’s authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001).
Page 9 of 10
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Page 10 of 10 – SEC Filing
Exhibit 1
JOINT FILING AGREEMENT
This Joint Filing Agreement, dated as of April 5, 2017, is by and among
Clearline Capital LP, Clearline Capital LLC, Clearline Capital GP LLC and Marc
Majzner (collectively, the Filers).
Each of the Filers may be required to file with the United States Securities and
Exchange Commission a statement on Schedule 13D and/or 13G with respect to
shares of Class A Common Stock of Apptio Inc. beneficially owned by them from
time to time.
Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the
Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a
single statement on Schedule 13D and/or 13G (and any amendments thereto) on
behalf of each of the Filers, and hereby further agree to file this Joint Filing
Agreement as an exhibit to such statement, as required by such rule.
This Joint Filing Agreement may be terminated by any of the Filers upon written
notice or such lesser period of notice as the Filers may mutually agree.
Executed and delivered as of the date first above written.
| CLEARLINE CAPITAL LP | |
| By: Clearline Capital LLC | |
| By: /s/Marc Majzner | |
| Name: Marc Majzner | |
| Title: Managing Member | |
| CLEARLINE CAPITAL LLC | |
| By: /s/Marc Majzner | |
| Name: Marc Majzner | |
| Title: Managing Member | |
| CLEARLINE CAPITAL GP LLC | |
| By: /s/Marc Majzner | |
| Name: Marc Majzner | |
| Title: Managing Member | |
| MARC MAJZNER | |
| /s/Marc Majzner |
Page 10 of 10
