APi Group Corp·4

Feb 26, 4:47 PM ET

Lambert Louis 4

4 · APi Group Corp · Filed Feb 26, 2026

Research Summary

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APi Group (APG) SVP Lambert Louis Sells Shares After Award Exercise

What Happened
Lambert Louis, SVP, General Counsel & Secretary of APi Group (APG), converted/settled equity awards and disposed of shares to cover taxes and via an open-market sale. On Feb 24, 2026 he had equity settled that resulted in acquisitions (reported as conversion/grants of various PSUs/RSUs) and 30,882 shares were withheld to cover tax liability (payment value reported $1,389,381). On Feb 26, 2026 he sold 22,000 shares in the open market at a weighted average around $44.71 for proceeds of about $983,620. Combined disposals reported equal roughly $2.37 million. Several additional award grants and PSU disclosures were reported the same day.

Key Details

  • Primary dates: Feb 24, 2026 (award settlement / tax withholding) and Feb 26, 2026 (open-market sale).
  • Sales / disposals reported:
    • 30,882 shares withheld for tax liability on 2/24 @ $44.99 = $1,389,381 (code F; tax withholding).
    • 22,000 shares sold in open market on 2/26 @ weighted avg $44.71 = $983,620 (code S). Price range for the sale: $44.58–$44.875 per share (footnote F3).
  • Award/conversion activity on 2/24 included multiple PSU/RSU items (codes M and A): e.g., 62,511 shares acquired (conversion/settlement), plus grants of 15,864 and 10,576 RSU/PSU (reported at $0 exercise price because they are awards/derivatives).
  • Footnotes of note:
    • F1: Shares acquired from settlement of 2023 PSUs; payout increased based on performance.
    • F2: Shares withheld to satisfy tax withholding.
    • F3: Sale price range and weighted-average reporting; reporter can provide per-price breakdown on request.
    • Additional footnotes disclose other PSU/RSU grants (2024–2026 PSUs) and vesting schedules — many of these are voluntarily reported and/or subject to future performance/vesting.
  • Shares owned after these transactions: not specified in the Form 4 text provided.
  • Filing timeliness: Form filed Feb 26, 2026 for transactions on Feb 24–26; this appears timely (Form 4 is generally due within two business days).

Context

  • This was primarily an award settlement plus routine tax withholding and a subsequent open-market sale — a common pattern when equity awards vest/settle and shares are withheld to pay taxes (a cashless/withholding-like transaction), followed by a partial sale.
  • Transaction codes: M = exercise/conversion of derivative (awards), F = payment of exercise price or tax liability (share withholding), S = open-market sale, A = grant/award.
  • These entries reflect compensation-related equity activity rather than an independent buy signal; no purchase (P) was reported.

Insider Transaction Report

Form 4
Period: 2026-02-24
Lambert Louis
SVP, Gen Counsel & Secretary
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-24+62,51169,030 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-24$44.99/sh30,882$1,389,38138,148 total
  • Sale

    Common Stock

    [F3]
    2026-02-26$44.71/sh22,000$983,62016,148 total
  • Award

    Performance Stock Units

    [F5]
    2026-02-24+15,86415,864 total
    Common Stock (15,864 underlying)
  • Award

    Restricted Stock Units

    [F6][F7]
    2026-02-24+10,57610,576 total
    Common Stock (10,576 underlying)
  • Exercise/Conversion

    Performance Stock Units

    [F8]
    2026-02-2433,6260 total
    Common Stock (33,626 underlying)
Holdings
  • Common Stock

    [F4]
    (indirect: By 401(k))
    953
  • Restricted Stock Units

    [F6][F9]
    Common Stock (7,472 underlying)
    7,472
  • Performance Stock Units

    [F10]
    Common Stock (24,204 underlying)
    24,204
  • Restricted Stock Units

    [F6][F11]
    Common Stock (10,758 underlying)
    10,758
  • Performance Stock Units

    [F12]
    Common Stock (24,417 underlying)
    24,417
  • Restricted Stock Units

    [F6][F13]
    Common Stock (16,278 underlying)
    16,278
Footnotes (13)
  • [F1]The number of shares of the Issuer's Common Stock were acquired pursuant to the settlement of a performance share unit award (the "2023 PSUs"). The number of shares of Common Stock that were earned at the end of the performance period was increased based on results of the performance condition.
  • [F10]Represents an award of performance stock units (the "2024 PSUs"). The 2024 PSUs will have a performance period beginning January 1, 2024 and ending December 31, 2026. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2024 PSUs, which are not a derivative security.
  • [F11]These restricted stock units vest in equal installments on March 1, 2025, March 1, 2026, and March 1, 2027.
  • [F12]Represents an award of performance stock units (the "2025 PSUs"). The 2025 PSUs will have a performance period beginning January 1, 2025 and ending December 31, 2027. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2025 PSUs, which are not a derivative security.
  • [F13]These restricted stock units vest in equal installments on March 1, 2026, March 1, 2027, and March 1, 2028.
  • [F2]Shares withheld for tax liability.
  • [F3]Represents the weighted average price of the shares sold on February 26, 2026. The prices of the shares sold pursuant to the transactions ranged from $44.58 to $44.875 per share. The Reporter, 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.
  • [F4]These shares are held in the Reporting Person's account under the Issuer's Profit Sharing & 401(k) Plan.
  • [F5]Represents an award of performance stock units (the "2026 PSUs"). The 2026 PSUs will have a performance period beginning January 1, 2026 and ending December 31, 2028. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2026 PSUs, which are not a derivative security.
  • [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 in equal installments on March 1, 2027, March 1, 2028, and March 1, 2029.
  • [F8]Represents an award of performance stock units (the "2023 PSUs"). The 2023 PSUs will have a performance period beginning January 1, 2023 and ending December 31, 2025. The number of shares of the Issuer's Common Stock that will be earned at the end of the performance period is subject to increase or decrease based on results of the performance condition. The Reporting Person is voluntarily reporting the 2023 PSUs, which are not a derivative security.
  • [F9]These restricted stock units vest in equal installments on February 27, 2024, February 27, 2025, and February 27, 2026.
Signature
/s/ Louis Lambert|2026-02-26

Documents

1 file
  • 4
    wk-form4_1772142468.xmlPrimary

    FORM 4