APP insider sale notice: 90K shares via Morgan Stanley valued at $37.9M

Rhea-AI Filing Summary

Applovin Corporation (APP) notice reports a proposed sale of 90,000 common shares through Morgan Stanley Smith Barney with an aggregate market value of $37,893,654 and total shares outstanding of 307,636,373. The approximate sale date is 08/21/2025. The shares were acquired on 08/20/2024 as Performance Stock Units issued by the company and payment was recorded on the acquisition date. The filing also lists multiple related-party sales during the past three months, including a 100,000-share sale on 05/21/2025 generating $36,751,590. The signer represents no undisclosed material adverse information and includes the standard certification about trading plans and Rule 10b5-1.

Positive

• Full Rule 144 disclosure provided including acquisition details, broker, and recent related sales
• Broker specified (Morgan Stanley Smith Barney LLC), indicating use of a major institutional intermediary
• Signer affirms no known undisclosed material adverse information and references Rule 10b5-1 procedures

Negative

• Sizeable insider sale planned: 90,000 shares with an aggregate value of $37,893,654 could be viewed as significant
• Multiple recent sales listed, including a 100,000-share sale on 05/21/2025 for $36,751,590, indicating notable insider liquidity

Insights

Securities Analyst

TL;DR Routine Rule 144 notice for an executive-derived award; material size but standard disclosure.

The filing details a proposed sale of 90,000 common shares acquired as Performance Stock Units and to be sold through a major broker. The disclosed aggregate value (~$37.9 million) is sizable relative to typical insider transactions and follows a prior 100,000-share sale in May 2025. This is a form-driven, non-transactional disclosure indicating planned liquidity by holders rather than new company financing or issuance. For investors, the filing is informative about insider selling activity but contains no operational or financial performance data.

Corporate Governance Expert

TL;DR Proper compliance with Rule 144; includes representation on material nonpublic information and prior sales.

The submission includes required details: acquisition type (Performance Stock Units), acquisition date, payment status, broker identity, and recent related sales, satisfying Rule 144 disclosure norms. The signer affirms absence of undisclosed material adverse information and references trading plan considerations. This supports regulatory transparency and helps stakeholders track insider liquidity, but it does not signal governance changes or allegations of impropriety.

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

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	90000	37893654.00	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	08/20/2024	Performance Stock Units	Issuer			90000	08/20/2024	Not Applicable

* 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 report?

The Form 144 reports a proposed sale of 90,000 common shares through Morgan Stanley with an aggregate market value of $37,893,654, approximately dated 08/21/2025.

How were the 90,000 shares acquired according to the filing?

The shares were acquired on 08/20/2024 as Performance Stock Units issued by the company, with payment recorded on the acquisition date.

Are there recent related insider sales disclosed in the filing?

Yes; the filing lists multiple sales in the past three months, including a 100,000-share sale on 05/21/2025 yielding $36,751,590.

Which broker will handle the proposed sale?

The proposed sale is to be executed by Morgan Stanley Smith Barney LLC, Executive Financial Services, New York.

Does the filer state whether they possess undisclosed material information?

Yes; by signing the notice the person represents that they do not know any material adverse information

Does the Form 144 indicate the sale is part of a 10b5-1 plan?

The form references Rule 10b5-1 trading plans and notes that signing while indicating plan adoption would represent the declaration as of the plan date, but no specific plan adoption date is provided in the filing.