LILLIE JAMES E 4
4 · APi Group Corp · Filed May 6, 2026
Research Summary
AI-generated summary of this filing
APi Group (APG) Director James Lillie Sells 360,000 Shares
What Happened
- James E. Lillie, a director of APi Group Corp (APG), sold a total of 360,000 shares of APG common stock in multiple open-market transactions on May 4–5, 2026. The sales generated approximately $16.2 million in proceeds. The trades were reported as sales (S) and were effected pursuant to a Rule 10b5‑1 trading plan.
Key Details
- Individual transactions (date — shares — price — proceeds):
- 2026-05-04 — 180,217 shares @ $44.69 = $8,053,898
- 2026-05-04 — 45,322 shares @ $45.60 = $2,066,683
- 2026-05-04 — 47,425 shares @ $44.69 = $2,119,423
- 2026-05-04 — 11,927 shares @ $45.60 = $543,871
- 2026-05-05 — 45,816 shares @ $45.39 = $2,079,588
- 2026-05-05 — 13,645 shares @ $45.86 = $625,760
- 2026-05-05 — 12,057 shares @ $45.39 = $547,267
- 2026-05-05 — 3,591 shares @ $45.86 = $164,683
- Price range across these trades: $44.19 to $45.99 per share (per footnotes); overall proceeds ≈ $16,201,173.
- Sales were executed pursuant to a Rule 10b5‑1 plan adopted May 9, 2025 (footnote F1), indicating pre-arranged, systematic sales.
- Reported holdings and ownership structure: some shares are held directly by JTOO LLC (of which Mr. Lillie is manager) and certain holdings are held by Mariposa Acquisition IV, LLC; Mr. Lillie may be deemed to have a pecuniary interest in 15,552 common shares and 1,152,000 Series A preferred shares (footnote F10). Mr. Lillie disclaims beneficial ownership except to the extent of his pecuniary interest.
- Filing timeliness: Report filed May 6, 2026 for transactions dated May 4–5, 2026 (appears timely under Form 4 rules).
Context
- These were outright sales (S) under a pre-existing 10b5‑1 plan — common for insiders who set up scheduled trading to avoid claims of opportunistic timing. Sales do not necessarily indicate a change in view about the company; they can reflect diversification, liquidity needs, or pre-set plans.
- Notes on other footnotes: Series A preferred is convertible 1-for-1 into common stock and will auto-convert per the terms described (footnote F9). For more granular per-price details on May 4–5 sales, the filer notes they will provide the breakdown to the SEC or issuer on request (footnotes F2–F6).
Insider Transaction Report
Form 4
LILLIE JAMES E
Director
Transactions
- Sale
Common Stock
[F1][F2][F3]2026-05-04$44.69/sh−180,217$8,053,898→ 9,342,133 total(indirect: By LLC) - Sale
Common Stock
[F1][F4][F3]2026-05-04$45.60/sh−45,322$2,066,683→ 9,296,811 total(indirect: By LLC) - Sale
Common Stock
[F1][F2]2026-05-04$44.69/sh−47,425$2,119,423→ 1,302,594 total - Sale
Common Stock
[F1][F4]2026-05-04$45.60/sh−11,927$543,871→ 1,290,667 total - Sale
Common Stock
[F1][F5][F3]2026-05-05$45.39/sh−45,816$2,079,588→ 9,250,995 total(indirect: By LLC) - Sale
Common Stock
[F1][F6][F3]2026-05-05$45.86/sh−13,645$625,760→ 9,237,350 total(indirect: By LLC) - Sale
Common Stock
[F1][F5]2026-05-05$45.39/sh−12,057$547,267→ 1,278,610 total - Sale
Common Stock
[F1][F6]2026-05-05$45.86/sh−3,591$164,683→ 1,275,019 total
Holdings
- 4,740
Restricted Stock Units
[F7][F8]→ Common Stock (4,740 underlying) - 1,152,000(indirect: By LLC)
Series A Preferred Stock
[F9][F10]→ Common Stock (1,152,000 underlying)
Footnotes (10)
- [F1]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by JTOO LLC and the Reporting Person on May 9, 2025.
- [F10]The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. JTOO LLC, which is owned by the Lillie 2015 Dynasty Trust, of which Mr. Lillie is the grantor, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 15,552 shares of Common Stock and 1,152,000 shares of Series A Preferred Stock held by Mariposa Acquisition IV, LLC. Mr. Lillie disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
- [F2]Represents the weighted average price of the shares sold on May 4, 2026. The prices of the shares sold pursuant to the transactions ranged from $44.19 to $45.19 per share. The Reporting Person or JTOO LLC, 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 JTOO LLC, of which Mr. Lillie is the manager.
- [F4]Represents the weighted average price of the shares sold on May 4, 2026. The prices of the shares sold pursuant to the transactions ranged from $45.20 to $45.70 per share. The Reporting Person or JTOO LLC, 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 May 5, 2026. The prices of the shares sold pursuant to the transactions ranged from $44.78 to $45.78 per share. The Reporting Person or JTOO LLC, 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 May 5, 2026. The prices of the shares sold pursuant to the transactions ranged from $45.79 to $45.99 per share. The Reporting Person or JTOO LLC, 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]Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- [F8]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.
- [F9]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).
Signature
/s/ Louis B. Lambert, Attorney-in-Fact|2026-05-06