APP Form 144 shows 32-share sale planned; prior large insider sales disclosed

Rhea-AI Filing Summary

Applovin Corporation (APP) Form 144 notice: A proposed sale of 32 shares of Common stock is planned via Morgan Stanley Smith Barney on 08/21/2025, with an aggregate market value of $13,462.54. The filer reports those shares were acquired as founder stock on 10/01/2011 and paid for in cash. The filing lists total shares outstanding of 307,636,373, showing the proposed sale is a very small fraction of outstanding shares. The form also discloses multiple recent dispositions by related parties on 08/20/2025 (several transfers of ~10,428–10,429 shares each) and a notable sale of 100,000 shares on 05/21/2025 generating $36,751,590.00 in gross proceeds. The signer affirms no undisclosed material adverse information.

Positive

• Filing includes complete transactional details (broker, acquisition date, payment method) meeting Rule 144 disclosure requirements
• Proposed sale amount is negligible relative to total outstanding shares (32 vs 307,636,373)

Negative

• Multiple recent insider/affiliate sales disclosed, including several ~10,428–10,429-share dispositions on 08/20/2025 and a 100,000-share sale on 05/21/2025 generating $36,751,590 in gross proceeds
• Filing does not state whether sales are pursuant to a 10b5-1 plan, leaving timing rationale unspecified

Insights

Securities Analyst

TL;DR: Small proposed sale (32 shares) is immaterial, but recent large insider disposals warrant attention.

The current Form 144 reports a routine limited proposed sale of 32 founder shares with a stated market value of $13,462.54, representing a de minimis portion of 307.6 million shares outstanding. From an execution perspective this filing meets Rule 144 disclosure requirements by specifying acquisition date, nature of acquisition, broker and planned sale date. However, the exhibit of recent related-party sales shows multiple substantial dispositions on 08/20/2025 (each ~10.4k shares) and a significant 100,000-share sale on 05/21/2025 with gross proceeds of $36.75 million, which are material in absolute dollar terms and may be relevant to investor perception even if not company-reported operational events. The filing contains no financial performance data, forward guidance, or new company-level disclosures.

Corporate Governance Expert

TL;DR: The Form 144 is procedurally complete for the small proposed sale but highlights notable insider liquidity events.

The notice properly identifies the broker, acquisition history (founder stock from 2011) and confirms cash payment. The signature representation asserting no undisclosed material adverse information is included. Governance-wise, the record of multiple trust and LLC sales on 08/20/2025 and the May 2025 sale of 100,000 shares indicate significant insider/affiliate liquidity; while such sales are permissible, investors often monitor pacing and clustering of insider sales for governance and signaling implications. The filing does not link these sales to any insider plan or 10b5-1 program within the text.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	32	13462.54	307636373	08/21/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	10/01/2011	Founder Stock	Issuer			32	10/01/2011	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
THE OD TRUST 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	450	182946.06
THE JAF CHILDRENS TRUST 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	451	183266.65
OHF 2020 LLC 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	10429	4216103.67
KMF 2020 LLC 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	10428	4215680.63
WNF 2020 LLC 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	10429	4215932.64
HDF 2020 LLC 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	10429	4215519.65
DLF 2020 LLC 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	10429	4216346.67
THE WHK TRUST 1100 Page Mill Road Palo Alto CA 94304	Common	08/20/2025	449	182512.62
ARASH ADAM FOROUGHI 1100 Page Mill Road Palo Alto CA 94304	Common	05/21/2025	100000	36751590.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Applovin's (APP) Form 144 filed here disclose?

The notice discloses a proposed sale of 32 common shares via Morgan Stanley for an aggregate market value of $13,462.54 planned for 08/21/2025, acquired as founder stock on 10/01/2011.

How large is the proposed sale relative to Applovin's outstanding shares?

The filing reports 307,636,373 shares outstanding, so the 32-share proposed sale is de minimis as a percentage of outstanding shares.

Were there recent insider sales disclosed in the filing?

Yes. The filing lists multiple sales on 08/20/2025 (several ~10,428–10,429-share sales) and a sale of 100,000 shares on 05/21/2025 that produced $36,751,590 in gross proceeds.

Does the Form 144 indicate the securities were purchased or paid for on credit?

No. The table shows the 32 shares were acquired as founder stock on 10/01/2011 and the payment is listed as Cash.

Does the filing assert there is undisclosed material information about the company?

By signing, the person represents they do not know any material adverse information about the issuer that has not been publicly disclosed.