Large option grant and tax share withholding for ADT (ADT) executive

Rhea-AI Filing Summary

ADT Inc. executive Todd Dernberger, EVP and Chief Growth Officer, reported routine equity compensation activity. He received an employee stock option grant covering 445,103 shares of common stock, which vests in three equal annual installments on 3/05/2027, 3/05/2028, and 3/05/2029.

On 3/08/2026, 5,826 shares of common stock were withheld to cover taxes due on restricted stock units that vested the same day, a non‑cash disposition classified as a tax-withholding transaction. After these events, he directly held 45,290.437 shares of ADT common stock, plus the newly granted option for 445,103 shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Dernberger Todd

(Last) (First) (Middle)

C/O ADT INC.

1501 YAMATO ROAD

(Street)

BOCA RATON FL 33431

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADT Inc. [ ADT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and Chief Growth Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/08/2026		F		5,826(1)	D	$0	45,290.437	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$6.74	03/05/2026		A		445,103		(2)	03/05/2036	Common Stock	445,103	$0	445,103	D

Explanation of Responses:

1. Represents shares withheld to satisfy the withholding tax obligation due on restricted stock units ("RSUs") which vested on 3/08/2026.

2. The option vests in three equal annual installments on 3/05/2027, 3/05/2028 and 3/05/2029.

Remarks:

	/s/MaryJon Donnelly, attorney-in-fact	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did ADT (ADT) report for Todd Dernberger?

ADT reported that Todd Dernberger received an employee stock option grant for 445,103 shares and had 5,826 shares of common stock withheld to satisfy taxes on vested RSUs, reflecting routine equity compensation and related tax withholding activity.

How many ADT shares does Todd Dernberger hold after these Form 4 transactions?

After the reported transactions, Todd Dernberger directly holds 45,290.437 shares of ADT common stock. He also holds an employee stock option covering 445,103 shares, which represents a separate derivative position that vests over several years starting in 2027.

What are the vesting terms of Todd Dernberger’s new ADT stock option grant?

The new ADT employee stock option grant for 445,103 shares vests in three equal annual installments. Vesting dates are 3/05/2027, 3/05/2028, and 3/05/2029, meaning one‑third of the option becomes exercisable on each of those dates.

Why were 5,826 ADT shares disposed of in Todd Dernberger’s Form 4?

The Form 4 shows a disposition of 5,826 ADT common shares classified as tax withholding. These shares were withheld to satisfy the withholding tax obligation arising when certain restricted stock units vested on 3/08/2026, rather than being an open‑market sale.

What role does Todd Dernberger hold at ADT as noted in the Form 4?

Todd Dernberger is identified as an officer of ADT Inc., serving as EVP and Chief Growth Officer. The Form 4 reflects his transactions in ADT equity in connection with his executive compensation and related tax obligations.