JAMES E. LILLIE - 05 May 2025 Form 4 Insider Report for APi Group Corp (APG)

Role
Director
Signature
/s/ Louis B. Lambert, Attorney-in-Fact
Issuer symbol
APG
Transactions as of
05 May 2025
Net transactions value
-$10,682,500
Form type
4
Filing time
07 May 2025, 17:58:48 UTC
Previous filing
05 Mar 2025
Next filing
20 May 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
LILLIE JAMES E Director C/O API GROUP CORP, 1100 OLD HIGHWAY 8 NW, NEW BRIGHTON /s/ Louis B. Lambert, Attorney-in-Fact 07 May 2025 0001164470

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APG Common Stock Sale $2,136,500 -50,000 -4.8% $42.73 996,203 05 May 2025 Direct F1, F2
transaction APG Common Stock Sale $8,546,000 -200,000 -3.8% $42.73 5,088,734 05 May 2025 By JTOO LLC F1, F2, F3
holding APG Common Stock 3,389 05 May 2025 By Mariposa Acquisition IV, LLC F4

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 Restricted Stock Units 3,810 05 May 2025 Common Stock 3,810 Direct F5, F6
holding APG Series A Preferred Stock 768,000 05 May 2025 Common Stock 768,000 By Mariposa Acquisition IV, LLC F4, F7
* 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 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by JTOO LLC and the Reporting Person on August 8, 2024.
F2 Represents the weighted average price of the shares sold on May 5, 2025. The prices of the shares sold pursuant to the transactions ranged from $42.26 to $42.94 per share. The Reporter or 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.
F3 The shares of Common Stock reported herein are held directly by JTOO LLC, of which Mr. Lillie is the manager.
F4 The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. JTOO LLC, which is owned by the Lillie 2015 Dynasty Trust, of which Mr. Lillie is the grantor, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 3,389 shares of Common Stock and 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.
F5 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
F6 These restricted stock units vest on June 14, 2025, which is the one-year anniversary of the grant date, subject to the Reporting Person's continuous service with the Issuer as of the vesting date.
F7 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).