Ashken trust trims APi Group (NYSE: APG) stake with 1.08M-share sale
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
APi Group Corp director Ian G.H. Ashken, through the Nancy and Ian Ashken Investment Trust LLLP, reported open-market sales of APi Group common stock. On May 4–5, 2026, the Investment Trust sold a total of 1,084,000 shares at prices in the mid‑$40s per share under a pre‑arranged Rule 10b5-1 trading plan.
Following these transactions, the Investment Trust continued to hold 9,477,284 shares of common stock. Related entities also hold 15,552 shares of common stock and 1,152,000 shares of Series A Preferred Stock (convertible one‑for‑one into common) through Mariposa Acquisition IV, LLC, and 4,740 restricted stock units that vest on May 16, 2026. Footnotes state that Mr. Ashken disclaims beneficial ownership except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Large pre‑planned trust sales with sizable remaining APi stake.
The Nancy and Ian Ashken Investment Trust LLLP executed open‑market sales totaling 1,084,000 APi Group common shares on May 4–5, 2026, at prices around the mid‑$40s per share. These were carried out under a Rule 10b5-1 trading plan, indicating the trades were pre‑scheduled rather than opportunistic.
After the sales, the Investment Trust still held 9,477,284 common shares, and affiliated entities retained interests in 1,152,000 Series A Preferred Stock shares convertible one‑for‑one into common, plus 4,740 restricted stock units vesting on May 16, 2026. This suggests the reporting person, through related entities, maintains a substantial economic exposure to APi Group despite the net‑sell activity.
Footnotes clarify that Mr. Ashken disclaims beneficial ownership beyond his pecuniary interest, and that some holdings reside in Mariposa Acquisition IV, LLC and various trusts. The pre‑planned nature and the large remaining position point to portfolio diversification and estate‑planning dynamics rather than a clear shift in company outlook.
Insider Trade Summary 10b5-1
Net Seller: 1,084,000 shares ($48,536,904)
Net Sell
10 txns
Insider
ASHKEN IAN G H
Role
null
Sold
1,084,000 shs ($48.54M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 50,634 | $45.38 | $2.30M |
| Sale | Common Stock | 14,900 | $45.86 | $683K |
| Sale | Common Stock | 134,265 | $44.70 | $6.00M |
| Sale | Common Stock | 34,201 | $45.34 | $1.55M |
| Sale | Common Stock | 850,000 | $44.71 | $38.00M |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Series A Preferred Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 9,492,184 shares (Indirect, by Nancy and Ian Ashken Investment Trust LLLP);
Restricted Stock Units — 4,740 shares (Direct, null);
Series A Preferred Stock — 1,152,000 shares (Indirect, By Mariposa Acquisition IV, LLC)
Footnotes (1)
- The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Nancy and Ian Ashken Investment Trust LLLP (the "Investment Trust") on May 7, 2025. 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 Investment Trust, 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. The shares of Common Stock reported herein are held directly by the Investment Trust , the general partner of which is wholly-owned by The Ian G.H. Ashken Living Trust (the "Ashken Trust"), of which Mr. Ashken is the trustee and beneficiary. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. 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 $45.74 per share. The Investment Trust, 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. The Investment Trust contributed shares of Common Stock to an exchange fund in exchange for shares in the fund. The Common Stock was valued at $44.71 per share for the purpose of determining the number of shares of the exchange fund issuable to the Investment Trust. 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 Nancy and Ian Ashken Investment Trust, LLLP, 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. 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 $46.00 per share. The Nancy and Ian Ashken Investment Trust, LLLP, 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. The shares of Common Stock reported herein are held directly by the Nancy and Ian Ashken Investment Trust LLLP (formerly IGHA Holdings, LLLP), the general partner of which is wholly-owned by The Ian G.H. Ashken Living Trust (the "Ashken Trust"), of which Mr. Ashken is the trustee and beneficiary. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. Held jointly in an account by the Ashken Trust and the Nancy K. Ashken Living Trust. The shares of Common Stock reported herein are held directly by the Ashken Trust, of which Mr. Ashken is the trustee and beneficiary. Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. The Nancy and Ian Ashken Investment Trust LLLP (the "Ashken Investment Trust"), the general partner of which is wholly-owned by The Ian G.H. Ashken Living Trust (the "Ashken Trust"), of which Mr. Ashken is the trustee and beneficiary, 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. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. 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. 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).
Key Figures
Total shares sold: 1,084,000 shares
Post-sale common holdings: 9,477,284 shares
Large single-day sale: 850,000 shares at $44.71
+3 more
6 metrics
Total shares sold
1,084,000 shares
Open-market sales on May 4–5, 2026 by Ashken Investment Trust
Post-sale common holdings
9,477,284 shares
APi Group common stock held by Nancy and Ian Ashken Investment Trust LLLP after transactions
Large single-day sale
850,000 shares at $44.71
Common stock sale on May 4, 2026 by Ashken Investment Trust
Additional May 5, 2026 sales
14,900 shares at $45.86; 50,634 at $45.38
Open-market sales on May 5, 2026
Series A Preferred underlying
1,152,000 shares
Series A Preferred Stock convertible one‑for‑one into APi common via Mariposa Acquisition IV, LLC
Restricted stock units
4,740 units
RSUs each convertible into one APi common share, vesting May 16, 2026
Key Terms
Rule 10b5-1 trading plan, restricted stock units, Series A Preferred Stock, exchange fund, +1 more
5 terms
Rule 10b5-1 trading plan financial
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Series A Preferred Stock financial
"The Series A Preferred Stock is convertible at any time at the election of the holder..."
Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.
exchange fund financial
"The Investment Trust contributed shares of Common Stock to an exchange fund in exchange for shares in the fund."
pecuniary interest financial
"Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein."
FAQ
What insider activity did APi Group Corp (APG) report for Ian G.H. Ashken?
APi Group reported that a trust associated with director Ian G.H. Ashken sold 1,084,000 shares of common stock on May 4–5, 2026. The transactions were open‑market sales executed under a pre‑arranged Rule 10b5‑1 trading plan at prices in the mid‑$40s per share.
Were the APi Group (APG) insider sales by the Ashken trust made under a Rule 10b5-1 plan?
Yes. A footnote states the reported sales were effected under a Rule 10b5‑1 trading plan adopted by the Nancy and Ian Ashken Investment Trust LLLP on May 7, 2025. Such plans pre‑schedule trades, indicating the timing was determined in advance rather than by day‑to‑day market decisions.
How do the footnotes describe Ian G.H. Ashken’s beneficial ownership in APi Group (APG)?
Footnotes explain that APi shares are held through the Nancy and Ian Ashken Investment Trust LLLP, the Ian G.H. Ashken Living Trust, and Mariposa Acquisition IV, LLC. They state Mr. Ashken disclaims beneficial ownership of any shares except to the extent of his pecuniary interest in these entities.