G. Ashken Ian - Dec 31, 2021 Form 4 Insider Report for APi Group Corp (APG)

Role
Director
Signature
/s/ Andrea Fike, as Attorney-in-Fact
Stock symbol
APG
Transactions as of
Dec 31, 2021
Transactions value $
$15,586,647
Form type
4
Date filed
1/4/2022, 08:19 PM
Previous filing
Jul 16, 2021
Next filing
Jun 9, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APG Common Stock Other $0 +1.45M $0.00 1.45M Dec 31, 2021 By Mariposa Acquisition IV, LLC F1, F2
transaction APG Common Stock Other $0 -1.45M -100% $0.00* 0 Jan 4, 2022 By Mariposa Acquisition IV, LLC F2, F3
transaction APG Common Stock Other $0 +1.45M +34.09% $0.00 5.69M Jan 4, 2022 By IGHA Holdings, LLLP F3, F4
transaction APG Common Stock Other $0 -588K -10.32% $0.00 5.11M Jan 4, 2022 By IGHA Holdings, LLLP F4, F5
transaction APG Common Stock Other $15.6M +588K +3472.94% $26.53 605K Jan 4, 2022 By Ian G. H. Ashken Living Trust F6, F7, F8
transaction APG Common Stock Gift $0 -388K -64.12% $0.00 217K Jan 4, 2022 By Ian G. H. Ashken Living Trust F8, F9

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding APG Series A Preferred Stock 768K Dec 31, 2021 Common Stock 768K By Mariposa Acquisition IV, LLC F2, F10
holding APG Restricted Stock Units 4.88K Dec 31, 2021 Common Stock 4.88K Direct F11, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a stock dividend on shares of Series A Preferred Stock of the Issuer. The holder of Series A Preferred Stock of the Issuer is entitled to receive an annual stock dividend based on the market price of the Issuer's Common Stock for the last ten days of the calendar year.
F2 The shares of Common Stock (prior to the distribution described in footnote 3) and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. IGHA Holdings, LLLP, the general partner of which is wholly-owned by The Ian G.H. Ashken Living Trust (the "Ashken Trust"), of which Mr. Ashken is the trustee and beneficiary, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 5,693,621 shares of Common Stock and 768,000 shares of Series A Preferred Stock held by Mariposa Acquisition IV, LLC. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
F3 Represents a pro rata distribution from Mariposa Acquisition IV, LLC to its members.
F4 The shares of Common Stock reported herein are held directly by IGHA Holdings, LLLP, the general partner of which is wholly-owned by the Ashken Trust, of which Mr. Ashken is the trustee and beneficiary. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
F5 Represents a distribution by IGHA Holdings, LLLP to the IGHA Holdings Trust, its member, for no consideration.
F6 In connection with an estate planning transaction, the IGHA Holdings Trust, of which Mr. Ashken is the grantor, settled certain amounts owed to Mr. Ashken using shares of the Issuer's Common Stock.
F7 Includes 6,920 shares of Common Stock previously held directly by Mr. Ashken which were contributed to the Ashken Trust.
F8 The shares of Common Stock reported herein are held directly by the Ashken Trust, of which Mr. Ashken is the trustee and beneficiary. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
F9 Mr. Ashken gifted these shares of Common Stock to a non-profit family foundation in an exempt transaction pursuant to Rule 16b-5 of the Exchange Act.
F10 The Series A Preferred Stock is convertible at any time at the election of the holder, on a one-for-one basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock shall automatically convert into Common Stock on the last day of the seventh full financial year of the Issuer following October 1, 2019 (or if such date is not a trading day, the first trading day immediately following such date).
F11 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
F12 These restricted stock units vest on the earlier of (i) July 14, 2022, which is the one-year anniversary of the grant date and (ii) the date of the Issuer's 2022 annual meeting of stockholders