Strong support for APi Group (NYSE: APG) directors, auditor and pay

Rhea-AI Filing Summary

APi Group Corporation reported results from its 2026 Annual Meeting of Shareholders held virtually on May 15, 2026. Shareholders elected nine directors to one-year terms, with each nominee receiving strong support based on votes cast.

Shareholders also ratified the appointment of KPMG LLP as independent registered public accounting firm for the 2026 fiscal year. In an advisory vote, investors approved the compensation of the company’s named executive officers, with 96.68% of votes cast in favor. In a separate advisory vote, shareholders supported holding future advisory votes on executive compensation every one year.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Shares entitled to vote: 436,544,896 votes Votes cast at meeting: 390,544,883 votes Say-on-pay support: 96.68% in favor +3 more

6 metrics

Shares entitled to vote 436,544,896 votes Total shares outstanding as of March 20, 2026 record date

Votes cast at meeting 390,544,883 votes Votes cast at 2026 Annual Meeting of Shareholders

Say-on-pay support 96.68% in favor Advisory vote on named executive officer compensation

Say-on-pay for votes 362,848,607 votes Votes “For” executive compensation proposal

Auditor ratification for votes 387,393,734 votes Votes “For” ratifying KPMG LLP as 2026 auditor

One-year frequency votes 368,118,011 votes Support for annual advisory vote on executive compensation

Key Terms

Annual Meeting of Shareholders, independent registered public accounting firm, advisory basis, broker non-vote, +1 more

5 terms

Annual Meeting of Shareholders financial

"held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”) in a virtual format"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

independent registered public accounting firm financial

"the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

advisory basis financial

"the approval, on an advisory basis, of the compensation of the Company’s named executive officers"

broker non-vote financial

"For | Against | Abstain | Broker Non-Vote"

Inline XBRL technical

"Cover Page Interactive Data File (embedded within the Inline XBRL document)"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

Understanding 8-K Material Events →

FALSE000179620900017962092026-05-152026-05-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 8-K

___________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

5/15/2026

Date of Report (date of earliest event reported)

___________________________________

APi Group Corporation

(Exact name of registrant as specified in its charter)

___________________________________

			Delaware (State or other jurisdiction of incorporation or organization)			001-39275 (Commission File Number)			98-1510303 (I.R.S. Employer Identification Number)
			1100 Old Highway 8 NW New Brighton, MN 55112
			(Address of principal executive offices and zip code)
			(651) 636-4320
			(Registrant's telephone number, including area code)

___________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Trading Symbol			Name of each exchange on which registered
Common Stock, par value $0.0001 per share			APG			The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 15, 2026, APi Group Corporation (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”) in a virtual format. At the Annual Meeting, the shareholders voted on (i) the election of nine director nominees for a one-year term, (ii) the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year, (iii) the approval, on an advisory basis, of the compensation of the Company’s named executive officers and (iv) the approval, on an advisory basis, of the frequency of future advisory votes to approve the compensation of the Company's named executive officers.

As of the record date of March 20, 2026, there were 436,544,896 total shares outstanding entitled to 436,544,896 votes (including 432,544,896 shares of common stock entitled to one vote per share and 4,000,000 shares of Series A Preferred Stock entitled to one vote per share). Of the 436,544,896 votes available as of the record date, 390,544,883 votes were cast at the Annual Meeting.

1. The stockholders voted in favor of the election of the following director nominees as directors for a term of office expiring at the 2027 Annual Meeting of Shareholders and, in each case, until his or her successor is duly elected and qualified.

			For						Against						Abstain						Broker Non-Vote
Sir Martin E. Franklin			360,398,846						15,162,222						300,443						14,683,372
James E. Lillie			372,247,362						3,166,192						447,957						14,683,372
Ian G. H. Ashken			365,079,150						10,299,002						483,359						14,683,372
Russell A. Becker			373,329,469						2,287,627						244,415						14,683,372
Paula D. Loop			372,625,191						2,778,733						457,587						14,683,372
Anthony E. Malkin			368,367,647						6,993,745						500,119						14,683,372
Thomas V. Milroy			370,056,133						5,322,317						483,061						14,683,372
Cyrus D. Walker			304,072,033						70,930,166						859,312						14,683,372
Carrie A. Wheeler			373,758,118						1,634,596						468,797						14,683,372

2. The shareholders approved the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year.

For						Against						Abstain
387,393,734						2,760,288						390,861

3. The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, representing 96.68% votes cast in favor of the proposal.

For						Against						Abstain						Broker Non-Vote
362,848,607						12,442,038						570,866						14,683,372

4. The shareholders approved, on an advisory basis, the frequency of future advisory votes of 1 year to approve the compensation of the Company's named executive officers.

1 Year						2 Years						3 Years						Abstain						Broker Non-Vote
368,118,011						2,532,692						4,837,456						373,352						14,683,372

Item 9.01 - Financial Statements and Exhibits

(d) Exhibits

Exhibit No.						Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			APi Group Corporation
Date: May 19, 2026			By:			/s/ Louis B. Lambert
			Name:			Louis B. Lambert
			Title:			Senior Vice President, General Counsel and Secretary

FAQ

What did APi Group (APG) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted on electing nine directors, ratifying KPMG LLP as auditor for the 2026 fiscal year, approving executive compensation on an advisory basis, and choosing the frequency of future advisory votes on executive pay, ultimately favoring an annual say-on-pay vote.

Were all APi Group (APG) director nominees elected at the 2026 Annual Meeting?

All nine director nominees were elected to one-year terms expiring at the 2027 Annual Meeting. Each candidate, including Sir Martin E. Franklin and Russell A. Becker, received more votes “For” than “Against,” with additional abstentions and broker non-votes recorded.

Did APi Group (APG) shareholders approve the company’s auditor for 2026?

Shareholders approved the ratification of KPMG LLP as APi Group’s independent registered public accounting firm for the 2026 fiscal year, with 387,393,734 votes “For,” 2,760,288 votes “Against,” and 390,861 abstentions recorded in the voting results.

How did APi Group (APG) shareholders vote on executive compensation in 2026?

Shareholders approved, on an advisory basis, the compensation of APi Group’s named executive officers. The proposal received 362,848,607 votes “For,” 12,442,038 “Against,” and 570,866 abstentions, representing 96.68% of votes cast in favor, excluding broker non-votes.

What frequency of say-on-pay votes did APi Group (APG) shareholders prefer?

In the advisory vote on frequency of future say-on-pay votes, shareholders favored holding the vote every one year. The one-year option received 368,118,011 votes, compared with 2,532,692 for two years, 4,837,456 for three years, and 373,352 abstentions.

How many APi Group (APG) shares were eligible to vote at the 2026 meeting?

As of the March 20, 2026 record date, there were 436,544,896 total shares outstanding entitled to 436,544,896 votes, including 432,544,896 common shares and 4,000,000 Series A Preferred shares, with 390,544,883 votes ultimately cast at the Annual Meeting.

Filing Exhibits & Attachments

3 documents

Other Documents

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