APi Group Corp (APG) insider entity gifts 499,680 shares, retains 18.47M

Rhea-AI Filing Summary

APi Group Corp insider filing details a large share transfer by an affiliated entity. On 12/31/2025, MEF Holdings, LLLP, an entity associated with director and 10% owner Martin E. Franklin, transferred 499,680 shares of APi Group common stock in a transaction coded as a gift at a reported price of $0 per share. Following this transaction, MEF Holdings indirectly held 18,469,110 shares of APi Group common stock.

The filing explains that MEF Holdings, LLLP’s general partner is wholly owned by the Martin E. Franklin Revocable Trust, of which Mr. Franklin is the sole settlor and trustee, and that Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest.

Insider Trade Summary

499,680 shares gifted

Mixed 1 txn

Insider FRANKLIN MARTIN E

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Gift	Common Stock	499,680	$0.00	--

Holdings After Transaction: Common Stock — 18,469,110 shares (Indirect, By MEF Holdings, LLLP)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

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^*

FRANKLIN MARTIN E

(Last) (First) (Middle)

C/O API GROUP CORPORATION

1100 OLD HIGHWAY NW 8

(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)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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	12/31/2025		G		499,680	D	$0	18,469,110	I	By MEF Holdings, LLLP(1)

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

Explanation of Responses:

1. 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.

Remarks:

	/s/ Louis B. Lambert, Attorney-in-Fact	01/09/2026
	** 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).
** 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.

FAQ

What insider transaction did APi Group Corp (APG) report for Martin E. Franklin?

The filing reports that MEF Holdings, LLLP, an entity associated with director and 10% owner Martin E. Franklin, transferred 499,680 shares of APi Group common stock on 12/31/2025 in a transaction coded as a gift.

How many APi Group (APG) shares are indirectly held after this transaction?

After the reported gift transaction, MEF Holdings, LLLP indirectly held 18,469,110 shares of APi Group common stock, as disclosed in the filing.

Who actually holds the APi Group (APG) shares mentioned in the Form 4?

The shares are held directly by MEF Holdings, LLLP. Its general partner is wholly owned by the Martin E. Franklin Revocable Trust, of which Mr. Franklin is the sole settlor and trustee.

Does Martin E. Franklin claim full beneficial ownership of these APi Group (APG) shares?

No. The filing states that Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest in them.

What does transaction code "G" mean in this APi Group (APG) insider filing?

Transaction code "G" indicates that the 499,680-share transfer of APi Group common stock by MEF Holdings, LLLP was reported as a gift.

Is the reported APi Group (APG) transaction direct or indirect ownership?

The transaction involves indirect ownership. The 18,469,110 shares following the transaction are reported as indirectly owned "By MEF Holdings, LLLP".