Form 4: Apollo Entities Divest 45 Million Shares of ADT Common Stock in Major Insider Sale

Apollo Management Holdings GP, LLC and affiliated entities reported the sale of 45 million shares of ADT Inc. common stock for $8.27 per share, reducing their beneficial ownership to 183.65 million shares.

Summary

• On June 4, 2025, Prime Security Services TopCo (ML), L.P. and Prime Security Services TopCo (ML II), L.P. (collectively, the Apollo Stockholders) sold an aggregate of 45,000,000 shares of ADT Inc. common stock.
• The shares were sold in the open market at a price of $8.27 per share.
• The total 45,000,000 shares consisted of 42,050,253 shares held by TopCo ML LP and 2,949,747 shares held by TopCo ML II LP.
• Following this transaction, the Apollo Stockholders beneficially own 183,650,366 shares of ADT Inc. common stock.
• The reporting persons, including Apollo Management Holdings GP, LLC, are identified as both Directors and 10% Owners of ADT Inc.

Sentiment

Score: 3

Explanation: The sentiment is negative due to a large-scale divestment by a significant insider and 10% owner, which can signal reduced confidence or a strategic exit, potentially leading to downward pressure on the stock price.

Negatives

• A significant sale of 45 million shares by a major institutional investor and 10% owner (Apollo) could be perceived negatively by the market, potentially signaling a reduction in conviction or a strategic divestment.
• Such a large insider sale may exert downward pressure on ADT's stock price due to increased supply and potential investor concern.

Risks

• The substantial sale by a major shareholder could lead to negative market sentiment and a decrease in ADT's share price.
• Reduced ownership by a key institutional investor like Apollo might impact future strategic alignment or support for ADT.

Future Outlook

The document, a Form 4, reports a past transaction and does not provide forward-looking statements or guidance from ADT Inc. or the reporting persons regarding ADT's future performance or strategic direction.

Industry Context

ADT Inc. operates in the security services industry. Apollo Global Management, through its various entities, is a major private equity firm that invests across various sectors. This transaction represents a portfolio management decision by Apollo regarding its investment in ADT, a common activity for large institutional investors.

Related Party Transactions

• The sale of 45,000,000 shares of ADT Inc. common stock by Apollo-affiliated entities constitutes a related party transaction, as these entities are 10% owners and have director representation on ADT's board.

Stakeholder Impact

• Shareholders: May experience negative sentiment and potential downward pressure on ADT's stock price due to the large insider sale.
• Company Management: May face questions regarding the implications of a major investor reducing its stake.

Key Dates

Recommendation

Keywords

ADT Inc., Apollo Management, Stock Sale, Insider Transaction, Form 4, Beneficial Ownership, Common Stock, Divestment, Security Services