APi Group (NYSE: APG) SVP sells 22,000 shares and receives new stock unit awards

Rhea-AI Filing Summary

APi Group Corp senior vice president and general counsel Louis Lambert reported mixed equity transactions. He completed an open-market sale of 22,000 shares of Common Stock at an average price of about $44.71 per share, leaving 16,148 Common shares held directly.

On the same date range, Lambert acquired equity through incentive awards, including a grant of 15,864 Performance Stock Units and 10,576 Restricted Stock Units at no cost, plus the settlement of previously granted 2023 performance share units into Common Stock. A separate disposal of 30,882 Common shares was made to cover tax liabilities. He also reports holdings in Performance Stock Units, Restricted Stock Units, and 953 Common shares held indirectly in a 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^*

Lambert Louis

(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, Gen Counsel & Secretary

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		62,511(1)	A	$0	69,030	D
Common Stock	02/24/2026		F		30,882(2)	D	$44.99	38,148	D
Common Stock	02/26/2026		S		22,000	D	$44.71(3)	16,148	D
Common Stock								953	I	By 401(k) Plan(4)

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	(5)	02/24/2026		A		15,864		(5)	(5)	Common Stock	15,864	$0	15,864	D
Restricted Stock Units	(6)	02/24/2026		A		10,576		(7)	(7)	Common Stock	10,576	$0	10,576	D
Performance Stock Units	(8)	02/24/2026		M			33,626	(8)	(8)	Common Stock	33,626	$0	0	D
Restricted Stock Units	(6)							(9)	(9)	Common Stock	7,472		7,472	D
Performance Stock Units	(10)							(10)	(10)	Common Stock	24,204		24,204	D
Restricted Stock Units	(6)							(11)	(11)	Common Stock	10,758		10,758	D
Performance Stock Units	(12)							(12)	(12)	Common Stock	24,417		24,417	D
Restricted Stock Units	(6)							(13)	(13)	Common Stock	16,278		16,278	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. Shares withheld for tax liability.

3. Represents the weighted average price of the shares sold on February 26, 2026. The prices of the shares sold pursuant to the transactions ranged from $44.58 to $44.875 per share. The Reporter, 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.

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

5. 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.

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

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

8. 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. 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.

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

10. 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. 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.

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

12. 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.

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

Remarks:

	/s/ Louis Lambert	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).
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FAQ

What insider transactions did APi Group (APG) executive Louis Lambert report?

Louis Lambert reported a mix of equity transactions, including an open-market sale of 22,000 APi Group Common shares and several equity incentive awards. The filing also details tax-withholding share disposals and updated balances in performance and restricted stock units, plus shares held via a 401(k) plan.

How many APi Group (APG) shares did Louis Lambert sell and at what price?

Louis Lambert sold 22,000 shares of APi Group Common Stock in an open-market transaction at an average price of about $44.71 per share. A related footnote notes sale prices ranged from $44.58 to $44.875, with full price breakdowns available upon request to the company or regulators.

What new equity awards did Louis Lambert receive from APi Group (APG)?

Louis Lambert received 15,864 Performance Stock Units and 10,576 Restricted Stock Units with a grant price of $0.00. Footnotes explain these awards vest over multiple years and that performance stock units have multi-year performance periods, with final share amounts adjusted based on measured performance outcomes.

How many APi Group (APG) shares does Louis Lambert hold after these transactions?

After the reported transactions, Lambert holds 16,148 APi Group Common shares directly and 953 shares indirectly through a 401(k) plan. He also reports multiple blocks of Restricted Stock Units and Performance Stock Units, which represent rights to receive future shares subject to vesting and performance conditions.

Were any APi Group (APG) shares used to cover Louis Lambert’s tax obligations?

Yes. The filing shows 30,882 APi Group Common shares were disposed of in a transaction coded “F.” A footnote clarifies these shares were withheld specifically to satisfy tax liabilities associated with equity awards, rather than representing a traditional open-market sale for investment purposes.

What do the performance stock units reported by Louis Lambert at APi Group (APG) represent?

The performance stock units represent rights to receive APi Group Common shares after multi-year performance periods. Footnotes describe 2023–2026 PSU awards, noting earned share counts can increase or decrease based on performance conditions, and that these units are voluntarily reported even though they are not classified as derivative securities.