Entity linked to Franklin sells 2M APi Group shares
APi Group Corp insider filing shows a major block trade by an affiliated entity.
Rhea-AI Filing Summary
APi Group Corp insider filing shows a major block trade by an affiliated entity. MEF Holdings, LLLP, an entity associated with Martin E. Franklin, sold 2,000,000 shares of APi Group common stock in a block trade at $42.08 per share under Rule 144.
After this sale, MEF Holdings, LLLP still holds 19,240,426 common shares. Other indirect holdings reported for entities associated with Franklin include 2,711,692 common shares held by Brimstone Investments LLC, 102,656 common shares held by Mariposa Acquisition IV, LLC, and Series A Preferred Stock convertible into 3,456,000 common shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 2,000,000 shares
Net Sell
4 txns
Insider
FRANKLIN MARTIN E
Role
Director, 10% Owner
Sold
2,000,000 shs ($84.16M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 2,000,000 | $42.08 | $84.16M |
| holding | Series A Preferred Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 19,240,426 shares (Indirect, By MEF Holdings, LLLP);
Series A Preferred Stock — 3,456,000 contracts (Indirect, By Mariposa Acquisition IV, LLC);
Common Stock — 102,656 shares (Indirect, By Mariposa Acquisition IV, LLC);
Common Stock — 2,711,692 shares (Indirect, By Brimstone Investments, LLC)
Footnotes (5)
- F1. On June 11, 2026, MEF Holdings, LLLP sold 2,000,000 shares of Common Stock in a block trade at a price of $42.08 per share pursuant to Rule 144 of the Securities Act of 1933, as amended.
- F2. The shares of Common Stock reported herein are held directly by MEF Holdings, LLLP, the general partner of which is wholly-owned by the Martin E. Franklin Revocable Trust, of which Mr. Franklin is the sole settlor and trustee. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
- F3. The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. Mr. Franklin is the manager of Mariposa Acquisition IV, LLC. In such capacity, Mr. Franklin exercises voting and investment power over the shares of Common Stock and Series A Preferred Stock held by Mariposa Acquisition IV, LLC. As a result, Mr. Franklin may be deemed to have beneficial ownership (as determined under Section 13(d) of the Securities Exchange Act of 1934, as amended) of his proportionate interest in the shares of Common Stock and Series A Preferred Stock held by Mariposa Acquisition IV, LLC. MEF Holdings, LLLP, the general partner of which is wholly-owned by the Martin E. Franklin Revocable Trust, of which Mr. Franklin is the sole settlor, trustee and beneficiary, holds a limited liability company interest in Mariposa Acquisition IV, LLC. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
- F4. The shares of Common Stock reported herein are held directly by Brimstone Investments LLC, of which Mr. Franklin is the Manager. Brimstone Investments LLC is wholly-owned by a trust of which Mr. Franklin is a beneficiary and holds a limited liability company interest in Mariposa Acquisition IV, LLC.
- F5. The Series A Preferred Stock is convertible at any time at the election of the holder, on a 1.5 to 1 basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock will automatically convert into Common Stock on December 31, 2026 (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
Shares sold: 2,000,000 shares
Sale price: $42.08 per share
MEF holdings after sale: 19,240,426 shares
+5 more
8 metrics
Shares sold
2,000,000 shares
Common Stock sold by MEF Holdings, LLLP on June 11, 2026
Sale price
$42.08 per share
Block trade pursuant to Rule 144
MEF holdings after sale
19,240,426 shares
Common Stock held indirectly after June 11, 2026 transaction
Brimstone holdings
2,711,692 shares
Common Stock held by Brimstone Investments LLC
Mariposa common holdings
102,656 shares
Common Stock held by Mariposa Acquisition IV, LLC
Underlying common from Series A
3,456,000 shares
Common Stock underlying Series A Preferred Stock held by Mariposa
Series A conversion ratio
1.5 to 1
Preferred to Common Stock conversion terms
Automatic conversion date
December 31, 2026
Series A Preferred Stock automatic conversion into Common Stock
Key Terms
block trade, Rule 144, Series A Preferred Stock, beneficial ownership, +1 more
5 terms
block trade financial
"sold 2,000,000 shares of Common Stock in a block trade at a price of $42.08 per share"
A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.
Rule 144 regulatory
"block trade at a price of $42.08 per share pursuant to Rule 144 of the Securities Act of 1933"
Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.
Series A Preferred Stock financial
"The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC."
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.
beneficial ownership regulatory
"may be deemed to have beneficial ownership (as determined under Section 13(d) of the Securities Exchange Act of 1934"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did APi Group Corp (APG) report for Martin E. Franklin?
APi Group reported that MEF Holdings, LLLP, an entity associated with Martin E. Franklin, sold 2,000,000 shares of common stock. The sale was executed as a block trade at $42.08 per share pursuant to Rule 144, and Franklin reports only his pecuniary interest.
What are the terms of APi Group’s Series A Preferred Stock held by Mariposa Acquisition IV, LLC?
Series A Preferred Stock held by Mariposa Acquisition IV, LLC is convertible at any time into APi Group common stock on a 1.5-to-1 basis for no additional consideration. It will automatically convert into common stock on December 31, 2026, or the first trading day immediately following if that date is not a trading day.
Was the APi Group (APG) insider sale made under Rule 144?
Yes. The 2,000,000-share sale of APi Group common stock by MEF Holdings, LLLP was executed in a block trade under Rule 144 of the Securities Act of 1933, as amended. Rule 144 governs resales of restricted and control securities in the public market.
AI-generated analysis. How Rhea-AI works. Not financial advice.
