Home/Filings/4/0001628280-25-049741
4//SEC Filing

FRANKLIN MARTIN E 4

Accession 0001628280-25-049741

CIK 0001796209other

Filed

Nov 4, 7:00 PM ET

Accepted

Nov 5, 6:24 PM ET

Size

19.1 KB

Accession

0001628280-25-049741

Insider Transaction Report

Form 4
Period: 2025-11-03
FRANKLIN MARTIN E
Director10% Owner
Transactions
  • Sale

    Common Stock

    2025-11-05$36.44/sh87,878$3,202,27418,968,790 total(indirect: By MEF Holdings, LLLP)
  • Sale

    Common Stock

    2025-11-03$36.78/sh10,163$373,79519,568,790 total(indirect: By MEF Holdings, LLLP)
  • Sale

    Common Stock

    2025-11-04$35.44/sh260,000$9,214,40019,308,790 total(indirect: By MEF Holdings, LLLP)
  • Sale

    Common Stock

    2025-11-03$36.17/sh289,837$10,483,40419,578,953 total(indirect: By MEF Holdings, LLLP)
  • Sale

    Common Stock

    2025-11-05$35.97/sh252,122$9,068,82819,056,668 total(indirect: By MEF Holdings, LLLP)
Holdings
  • Common Stock

    (indirect: By LLC)
    543,361
  • Series A Preferred Stock

    (indirect: By LLC)
    Common Stock (3,456,000 underlying)
    3,456,000
  • Common Stock

    (indirect: By LLC)
    15,252
Footnotes (11)
  • [F1]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by MEF Holdings LLLP on May 8, 2025.
  • [F10]As of December 31, 2024, Mr. Franklin became the manager of Brimstone, which is wholly-owned by a family trust of which Mr. Franklin is a beneficiary, and as such the number of shares of Series A Preferred Stock reported herein includes 863,400 shares representing Brimstone's proportionate beneficial ownership interest in such shares. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
  • [F11]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 will 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).
  • [F2]Represents the weighted average price of the shares sold on November 3, 2025. The prices of the shares sold pursuant to the transactions ranged from $35.6365 to $36.635 per share. MEF Holdings 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]The shares of Common Stock reported herein are held directly by MEF Holdings, LLLP, the general partner of which is wholly-owned by the Martin E. Franklin Revocable Trust, of which Mr. Franklin is the sole settlor and trustee. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
  • [F4]Represents the weighted average price of the shares sold on November 3, 2025. The prices of the shares sold pursuant to the transactions ranged from $36.645 to $36.89 per share. MEF Holdings 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.
  • [F5]Represents the weighted average price of the shares sold on November 4, 2025. The prices of the shares sold pursuant to the transactions ranged from $34.93 to $35.73 per share. MEF Holdings 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]Represents the weighted average price of the shares sold on November 5, 2025. The prices of the shares sold pursuant to the transactions ranged from $35.32 to $36.315 per share. MEF Holdings 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.
  • [F7]Represents the weighted average price of the shares sold on November 5, 2025. The prices of the shares sold pursuant to the transactions ranged from $36.32 to $36.55 per share. MEF Holdings 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.
  • [F8]The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. Mr. Franklin is the manager of Mariposa Acquisition IV, LLC. In such capacity, Mr. Franklin exercises voting and investment power over the shares of Common Stock and Series A Preferred Stock held by Mariposa Acquisition IV, LLC. As a result, Mr. Franklin may be deemed to have beneficial ownership (as determined under Section 13(d) of the Securities Exchange Act of 1934, as amended) of his proportionate interest in the shares of Common Stock and Series A Preferred Stock held by Mariposa Acquisition IV, LLC. MEF Holdings, LLLP, the general partner of which is wholly-owned by the Martin E. Franklin Revocable Trust, of which Mr. Franklin is the sole settlor and trustee, holds a limited liability company interest in Mariposa Acquisition IV, LLC. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
  • [F9]The shares of Common Stock reported herein are held directly by Brimstone.

Issuer

APi Group Corp

CIK 0001796209

Entity typeother

Related Parties

1
  • filerCIK 0000940603

Filing Metadata

Form type
4
Filed
Nov 4, 7:00 PM ET
Accepted
Nov 5, 6:24 PM ET
Size
19.1 KB