Statement of Changes in Beneficial Ownership (4)

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) 4/29/2015
(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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	4/29/2015		C		4976891	A	⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾	4976891	I	By Limited Partnership ⁽⁹⁾
Common Stock	4/29/2015		C		873561	A	⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾	873561	I	By Limited Partnership ⁽¹⁰⁾
Common Stock	4/29/2015		C		423812	A	⁽⁷⁾	423812	I	By Limited Partnership ⁽¹¹⁾

*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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Convertible Preferred Stock ⁽¹⁾	⁽¹⁾	4/29/2015		C			719441	⁽¹⁾	⁽¹⁾	Common Stock	907306	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series B Convertible Preferred Stock ⁽²⁾	⁽²⁾	4/29/2015		C			492945	⁽²⁾	⁽²⁾	Common Stock	671982	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series C Convertible Preferred Stock ⁽³⁾	⁽³⁾	4/29/2015		C			936231	⁽³⁾	⁽³⁾	Common Stock	936231	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series D Convertible Preferred Stock ⁽⁴⁾	⁽⁴⁾	4/29/2015		C			570623	⁽⁴⁾	⁽⁴⁾	Common Stock	570623	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series E Convertible Preferred Stock ⁽⁵⁾	⁽⁵⁾	4/29/2015		C			578462	⁽⁵⁾	⁽⁵⁾	Common Stock	578462	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series F Convertible Preferred Stock ⁽⁶⁾	⁽⁶⁾	4/29/2015		C			468039	⁽⁶⁾	⁽⁶⁾	Common Stock	468039	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series G Convertible Preferred Stock ⁽⁷⁾	⁽⁷⁾	4/29/2015		C			503059	⁽⁷⁾	⁽⁷⁾	Common Stock	503059	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series H Convertible Preferred Stock ⁽⁸⁾	⁽⁸⁾	4/29/2015		C			329172	⁽⁸⁾	⁽⁸⁾	Common Stock	341189	$0.00	0	I	By Limited Partnership ⁽⁹⁾
Series A Convertible Preferred Stock ⁽¹⁾	⁽¹⁾	4/29/2015		C			124283	⁽¹⁾	⁽¹⁾	Common Stock	156736	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series B Convertible Preferred Stock ⁽²⁾	⁽²⁾	4/29/2015		C			85156	⁽²⁾	⁽²⁾	Common Stock	116084	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series C Convertible Preferred Stock ⁽³⁾	⁽³⁾	4/29/2015		C			161733	⁽³⁾	⁽³⁾	Common Stock	161733	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series D Convertible Preferred Stock ⁽⁴⁾	⁽⁴⁾	4/29/2015		C			103472	⁽⁴⁾	⁽⁴⁾	Common Stock	103472	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series E Convertible Preferred Stock ⁽⁵⁾	⁽⁵⁾	4/29/2015		C			104894	⁽⁵⁾	⁽⁵⁾	Common Stock	104894	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series F Convertible Preferred Stock ⁽⁶⁾	⁽⁶⁾	4/29/2015		C			82113	⁽⁶⁾	⁽⁶⁾	Common Stock	82113	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series G Convertible Preferred Stock ⁽⁷⁾	⁽⁷⁾	4/29/2015		C			88320	⁽⁷⁾	⁽⁷⁾	Common Stock	88320	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series H Convertible Preferred Stock ⁽⁸⁾	⁽⁸⁾	4/29/2015		C			58088	⁽⁸⁾	⁽⁸⁾	Common Stock	60209	$0.00	0	I	By Limited Partnership ⁽¹⁰⁾
Series G Convertible Preferred Stock	⁽⁷⁾	4/29/2015		C			423812	⁽⁷⁾	⁽⁷⁾	Common Stock	423812	$0.00	0	I	By Limited Partnership ⁽¹¹⁾

Explanation of Responses:
( 1)	The Series A Convertible Preferred Stock automatically converted into Common Stock on a 1.261 for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 2)	The Series B Convertible Preferred Stock automatically converted into Common Stock on a 1.363 for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 3)	The Series C Convertible Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 4)	The Series D Convertible Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 5)	The Series E Convertible Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 6)	The Series F Convertible Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 7)	The Series G Convertible Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 8)	The Series H Convertible Preferred Stock automatically converted into Common Stock on a 1.037 for one basis immediately prior to completion of the Issuer's initial public offering of common stock and had no expiration date.
( 9)	The securities shown on Line 1 of Table 1 and Lines 1 through 8 of Table 2 represent securities held of record by Norwest Venture Partners IX, LP ("NVP IX"). By virtue of his position 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 power with respect to such securities. Mr. Haque disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interests therein
( 10)	The securities shown on Line 2 of Table 1 and Lines 9 through 16 of Table 2 represent securities held of record by Norwest Venture Partners VIII, LP ("NVP VIII"). By virtue of his position 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 power with respect to such securities. Mr. Haque disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interests therein.
( 11)	The securities shown on Line 3 of Table 1 and Line 17 of Table 2 represent securities held of record by Norwest Venture Partners XI, LP ("NVP XI"). By virtue of his position 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 power with respect to such securities. Mr. Haque disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interests therein.

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

Signatures
By: /s/ Kurt Betcher, as Attorney-in-fact		5/1/2015
^** 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).
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