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AppLovin (APP) CEO details RSU tax-withholding and trust-held shares

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AppLovin Corp CEO Arash Adam Foroughi reported a routine tax-related share withholding tied to RSU vesting. On May 20, 2026, 2,730 Class A shares were withheld by the company at $482.28 per share to cover income tax obligations from previously reported Restricted Stock Units.

After this tax-withholding disposition, Foroughi directly held 2,427,684 Class A shares. The filing also lists indirect holdings in trusts for the benefit of his children, including The JAF Children's Trust, The WHK Trust, and The OD Trust, for which he disclaims beneficial ownership.

Positive

  • None.

Negative

  • None.
Insider Foroughi Arash Adam
Role CEO
Type Security Shares Price Value
Tax Withholding Class A Common Stock 2,730 $482.28 $1.32M
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common stock -- -- --
Holdings After Transaction: Class A Common Stock — 2,427,684 shares (Direct, null); Class A Common Stock — 2,983,017 shares (Indirect, See footnote); Class A Common stock — 780,519 shares (Indirect, See footnote)
Footnotes (1)
  1. This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of previously reported Restricted Stock Units ("RSUs"). Certain of these securities are represented by RSUs. Shares are held by The JAF Children's Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Shares are held by The WHK Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Shares are held by The OD Trust for which the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
Tax-withheld shares 2,730 shares Class A Common Stock withheld for taxes on RSU vesting
Withholding price $482.28/share Price per share for RSU-related tax withholding
Direct holdings after transaction 2,427,684 shares Class A Common Stock directly held after May 20, 2026
JAF Children's Trust holdings 780,519 shares Class A Common stock indirectly held; beneficial ownership disclaimed
WHK Trust holdings 1,530,519 shares Class A Common Stock indirectly held; beneficial ownership disclaimed
OD Trust holdings 2,983,017 shares Class A Common Stock indirectly held; beneficial ownership disclaimed
Restricted Stock Units ("RSUs") financial
"in connection with the vesting and net settlement of previously reported Restricted Stock Units ("RSUs")."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
withheld by the Issuer financial
"represents shares that have been withheld by the Issuer to satisfy its income tax and withholding"
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of these shares"
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.
Section 16 regulatory
"beneficial owner of these shares for purposes of Section 16 or for any other purpose."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Foroughi Arash Adam
(Last)(First)(Middle)
1100 PAGE MILL ROAD
(Street)
PALO ALTO CALIFORNIA 94304
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AppLovin Corp [ APP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/20/2026F2,730(1)D$482.282,427,684(2)D
Class A Common Stock2,983,017ISee footnote(3)
Class A Common Stock1,530,519ISee footnote(4)
Class A Common stock780,519ISee footnote(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of previously reported Restricted Stock Units ("RSUs").
2. Certain of these securities are represented by RSUs.
3. Shares are held by The JAF Children's Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
4. Shares are held by The WHK Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
5. Shares are held by The OD Trust for which the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
Remarks:
/s/ Gordon Grafft, Attorney-in-fact05/22/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did AppLovin (APP) CEO Arash Foroughi report in this Form 4?

He reported a tax-related share withholding, not an open-market sale. 2,730 Class A shares were withheld by AppLovin to cover taxes on previously vested RSUs at $482.28 per share.

Was the AppLovin (APP) CEO’s transaction a sale of shares?

No, it was not a sale. The filing specifies the 2,730 shares were withheld by the issuer to satisfy income tax and withholding obligations related to vested Restricted Stock Units.

How many AppLovin (APP) shares does the CEO hold directly after this filing?

Following the tax-withholding transaction, Arash Foroughi directly holds 2,427,684 Class A shares. This figure reflects his direct ownership position after the RSU-related withholding on May 20, 2026.

What indirect AppLovin (APP) holdings are shown in the CEO’s Form 4?

The report lists indirect holdings through The JAF Children's Trust, The WHK Trust, and The OD Trust. These trusts hold AppLovin Class A shares for his children’s benefit, and he disclaims beneficial ownership of those shares.

What are RSUs mentioned in the AppLovin (APP) CEO’s Form 4?

RSUs, or Restricted Stock Units, are share-based compensation that vest over time. When Foroughi’s previously reported RSUs vested, AppLovin withheld 2,730 shares to cover related income tax and withholding obligations.