APi Group Corp — Director's Dealing 2022

Jun 17, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APi Group Corp (APG)
CIK: 0001796209
Period of Report: 2022-06-15

Reporting Person: ASHKEN IAN G H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-06-15	Common Stock	M	4876	—	Acquired	4876	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-06-15	Restricted Stock Units	$	M	4876	Disposed		Common Stock (4876)	Direct
2022-06-15	Restricted Stock Units	$	A	6266	Acquired		Common Stock (6266)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5106000	Indirect
Common Stock	216920	Indirect

Holdings (Derivative)

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

Footnotes

F1: On June 15, 2022, 4,876 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 reported herein are held directly by 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. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.

F3: 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.

F4: 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).

F5: The shares of 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 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 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.

F6: Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.

F7: 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.

F8: These restricted stock units vest on the earlier of (i) June 15, 2023, which is the one-year anniversary of the grant date and (ii) the date of the Issuer's 2023 annual meeting of stockholders.