James E. Lillie - Jan 5, 2023 Form 4 Insider Report for APi Group Corp (APG)

Role
Director
Signature
/s/ Louis B. Lambert, Attorney-in-Fact
Stock symbol
APG
Transactions as of
Jan 5, 2023
Transactions value $
-$3,849,207
Form type
4
Date filed
6/5/2023, 08:21 PM
Previous filing
Jun 17, 2022
Next filing
Jun 20, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APG Common Stock Other $0 -6.33K -0.14% $0.00 4.56M Jan 5, 2023 By JTOO LLC F1, F2
transaction APG Common Stock Other $0 +6.33K +0.56% $0.00 1.14M Jan 9, 2023 Direct F3
transaction APG Common Stock Sale -$1.3M -57.6K -1.26% $22.62 4.5M Jun 1, 2023 By JTOO LLC F2, F4, F5
transaction APG Common Stock Sale -$2.09M -89.7K -1.99% $23.33 4.41M Jun 2, 2023 By JTOO LLC F2, F4, F6
transaction APG Common Stock Sale -$455K -19.4K -0.44% $23.42 4.39M Jun 5, 2023 By JTOO LLC F2, F4, F7

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 Jan 5, 2023 Common Stock 768K By Mariposa Acquisition IV, LLC F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents a distribution by JTOO LLC to the Lillie 2015 Dynasty Trust, its sole member, for no consideration, as part of the same estate planning transaction discussed in footnote 3 below.
F2 The shares of Common Stock reported herein are held directly by JTOO LLC, of which Mr. Lillie is the manager.
F3 In connection with an estate planning transaction, the Lillie 2015 Dynasty Trust, of which Mr. Lillie is the grantor, settled certain amounts owed to Mr. Lillie using shares of the Issuer's Common Stock. There were no third parties involved in this transaction, which was purely estate planning in nature.
F4 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by JTOO LLC on March 2, 2023.
F5 Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transactions ranged from $22.36 to $22.85 per share. JTOO LLC, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.
F6 Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transactions ranged from $22.71 to $23.60 per share. JTOO LLC, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.
F7 Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transactions ranged from $23.25 to $23.54 per share. JTOO LLC, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.
F8 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).
F9 The shares of Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. JTOO LLC, of which Mr. Lillie is the manager, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 768,000 shares of Series A Preferred Stock held by Mariposa Acquisition IV, LLC. Mr. Lillie disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.