G. Ashken Ian - Aug 11, 2025 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
Aug 11, 2025
Transactions value $
-$7,924,527
Form type
4
Date filed
8/13/2025, 05:19 PM
Previous filing
Jun 17, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
ASHKEN IAN G H Director C/O API GROUP CORP, 1100 OLD HIGHWAY 8 NW, NEW BRIGHTON /s/ Louis B. Lambert, Attorney-in-Fact 2025-08-13 0001093725

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APG Common Stock Sale -$681K -19.5K -0.23% $35.01 8.4M Aug 11, 2025 by Nancy and Ian Ashken Investment Trust LLLP F1, F2, F3, F4
transaction APG Common Stock Gift $0 -225K -2.68% $0.00 8.17M Aug 11, 2025 by Nancy and Ian Ashken Investment Trust LLLP F4
transaction APG Common Stock Sale -$7.24M -206K -2.51% $35.24 7.97M Aug 12, 2025 by Nancy and Ian Ashken Investment Trust LLLP F1, F4, F5
holding APG Common Stock 53.7K Aug 11, 2025 By Ian G.H. Ashken Living Trust F3, F6, F7
holding APG Common Stock 300K Aug 11, 2025 See footnote F3, F8
holding APG Common Stock 5.08K Aug 11, 2025 By Mariposa Acquisition IV, LLC F3, 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 Restricted Stock Units 4.74K Aug 11, 2025 Common Stock 4.74K Direct F3, F10, F11
holding APG Series A Preferred Stock 1.15M Aug 11, 2025 Common Stock 1.15M By Mariposa Acquisition IV, LLC F3, F9, F12
* 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 the Nancy and Ian Ashken Investment Trust LLLP (formerly IGHA Holdings, LLLP) on May 7, 2025.
F2 Represents the weighted average price of the shares sold on August 11, 2025. The prices of the shares sold pursuant to the transactions ranged from $35.00 to $35.04 per share. The Nancy and Ian Ashken Investment Trust LLLP, 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 Amount has been adjusted pursuant to a three-for-two stock dividend effected on June 30, 2025 (the "Stock Dividend").
F4 The shares of Common Stock reported herein are held directly by the Nancy and Ian Ashken Investment Trust LLLP (formerly IGHA Holdings, LLLP), over which, through the general partner, Mr. Ashken has voting and dispositive power. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
F5 Represents the weighted average price of the shares sold on August 12, 2025. The prices of the shares sold pursuant to the transactions ranged from $34.99 to $35.47 per share. The Nancy and Ian Ashken Investment Trust LLLP, 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 Includes 3,810 shares (prior to giving effect to the Stock Dividend) of the Issuer's Common Stock transferred from the reporting person's directly held account on June 23, 2025.
F7 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.
F8 Held jointly in an account by the Ashken Trust and the Nancy K. Ashken Living Trust.
F9 The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. The Nancy and Ian Ashken Investment Trust LLLP (formerly 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 5,083 shares of Common Stock and 1,152,000 shares (after giving effect to the Stock Dividend) 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.
F10 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
F11 These restricted stock units vest on May 16, 2026, 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.
F12 After giving effect to the Stock Dividend and the adjustments required upon conversion pursuant to the Issuer's certificate of incorporation, the Series A Preferred Stock is convertible at any time at the election of the holder, on a 1.5 to 1 basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock shall automatically convert into Common Stock on December 31, 2026 (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).