APi Group Corp — Director's Dealing 2020

Oct 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APi Group Corp (APG)
CIK: 0001796209
Period of Report: 2020-10-01

Reporting Person: ASHKEN IAN G H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-10-01	Common Stock	M	10000	—	Acquired	10000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-10-01	Restricted Stock Units	$	M	10000	Disposed		Common Stock (10000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1856000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock (768000)	768000	Indirect
Restricted Stock Units	$		Common Stock (6920)	6920	Direct

Footnotes

F1: On October 1, 2020, 10,000 of the Reporting Person's restricted stock units were settled for an equal number of shares of the Issuer's Common Stock.

F2: The shares of Common Stock and Series A Preferred Stock reported herein 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, of which Mr. Ashken is the sole settlor and trustee, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 1,856,000 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: 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).

F4: Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.

F5: These restricted stock units vested on October 1, 2020, which was the one-year anniversary of the grant date.

F6: These restricted stock units vest on the earlier of (i) August 13, 2021, which is the one-year anniversary of the grant date and (ii) the date of the Issuer's 2021 annual meeting of stockholders.