APi Group (APG) SVP receives stock units and covers taxes with shares

Rhea-AI Filing Summary

APi Group Corp SVP and Chief People Officer Kristina M. Morton reported several equity transactions. She received grants of 14,004 performance stock units and 9,336 restricted stock units, and exercised 27,381 performance stock units into 50,902 shares of common stock. To cover tax liabilities, 24,154 common shares were withheld at a price of $44.99 per share, leaving her with 104,441 directly held common shares and additional indirect holdings through the company’s 401(k) plan.

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

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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^*

MORTON KRISTINA M

(Last) (First) (Middle)

C/O API GROUP CORP

1100 OLD HIGHWAY 8 NW

(Street)

NEW BRIGHTON MN 55112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
APi Group Corp [ APG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		M		50,902(1)	A	$0	128,595(2)(3)	D
Common Stock	02/24/2026		F		24,154(4)	D	$44.99	104,441	D
Common Stock								953(2)	I	By 401(k) Plan(5)

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
Performance Stock Units	(6)	02/24/2026		A		14,004		(6)	(6)	Common Stock	14,004	$0	14,004	D
Restricted Stock Units	(7)	02/24/2026		A		9,336		(8)	(8)	Common Stock	9,336	$0	9,336	D
Performance Stock Units	(9)	02/24/2026		M			27,381	(9)	(9)	Common Stock	27,381	$0	0	D
Restricted Stock Units	(7)							(10)	(10)	Common Stock	6,084(2)		6,084	D
Performance Stock Units	(11)							(11)	(11)	Common Stock	19,880(2)		19,880	D
Restricted Stock Units	(7)							(12)	(12)	Common Stock	8,836(2)		8,836	D
Performance Stock Units	(13)							(13)	(13)	Common Stock	21,210(2)		21,210	D
Restricted Stock Units	(7)							(14)	(14)	Common Stock	14,141(2)		14,141	D

Explanation of Responses:

1. 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.

2. Amount has been adjusted pursuant to a three-for-two stock dividend effected on June 30, 2025.

3. Includes 491 shares acquired under the Issuer's employee stock purchase plan.

4. Shares withheld for tax liability.

5. These shares are held in the Reporting Person's account under the Issuer's Profit Sharing & 401(k) Plan.

6. 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.

7. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.

8. These restricted stock units vest in equal installments on March 1, 2027, March 1, 2028, and March 1, 2029.

9. 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 and to the extent earned will vest 100% on 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.

10. These restricted stock units vest in equal installments on February 27, 2024, February 27, 2025, and February 27, 2026.

11. 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 and to the extent earned will vest 100% on 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.

12. These restricted stock units vest in equal installments on March 1, 2025, March 1, 2026, and March 1, 2027.

13. 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.

14. These restricted stock units vest in equal installments on March 1, 2026, March 1, 2027, and March 1, 2028.

Remarks:

	/s/ Louis B. Lambert, Attorney-in-Fact	02/26/2026
	** 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 equity awards did APi Group (APG) executive Kristina Morton receive?

Kristina M. Morton received 14,004 performance stock units and 9,336 restricted stock units. These awards increase her potential future ownership, subject to performance conditions and vesting schedules described in the footnotes to the Form 4 filing.

How many APi Group (APG) performance stock units did Morton exercise?

Morton exercised 27,381 performance stock units, converting them into 50,902 shares of common stock. This reflects settlement of earlier awards, with the earned number of shares adjusted based on the performance conditions tied to the 2023 PSU grant.

Were any APi Group (APG) shares disposed of for tax withholding?

Yes. 24,154 shares of APi Group common stock were withheld at $44.99 per share. The Form 4 classifies this as a tax-withholding disposition, used to satisfy tax liabilities related to the equity award settlement.

What is Kristina Morton’s direct APi Group (APG) common stock holding after these transactions?

After the reported transactions, Morton directly holds 104,441 shares of APi Group common stock. This figure reflects the net result of equity award exercises and tax-withholding dispositions reported for the transaction date in the Form 4.

Does Kristina Morton have indirect APi Group (APG) share holdings?

Yes. The Form 4 shows 953 shares of APi Group common stock held indirectly through the company’s Profit Sharing & 401(k) Plan. A footnote clarifies these shares are in her plan account, separate from directly held shares.

How do performance stock units for APi Group (APG) vest and earn shares?

APi Group performance stock units, such as the 2023, 2024, 2025 and 2026 PSUs, have multi-year performance periods. The number of shares ultimately earned can increase or decrease based on performance conditions measured over those specific performance periods.