Form 4: APi Group Corp CEO Russell Becker Settles Restricted Stock Units and Reports Beneficial Ownership

APi Group Corp's CEO, Russell Becker, settled restricted stock units for common stock and reported changes in beneficial ownership, including holdings through trusts and a 401(k) plan.

Summary

• On February 27, 2025, Russell Becker, the President and CEO of APi Group Corp, settled 32,451 restricted stock units for an equal number of shares of APi Group Corp's common stock.
• He also disposed of 15,966 shares to cover tax liabilities at a price of $38.7 per share.
• On March 1, 2025, Becker settled an additional 22,297 restricted stock units for common stock and disposed of 10,971 shares for tax liabilities at $39.27 per share.
• Following these transactions, Becker directly owns 1,397,463 shares of common stock.
• Becker also has indirect ownership through various trusts (GST Trust, Legacy Trust, and Family Trust), his spouse, his sons, and the company's 401(k) plan.
• He holds 143,618 performance stock units (2022-2 PSUs), 146,030 performance stock units (2023 PSUs), 100,336 performance stock units (2024 PSUs), 98,126 performance stock units (2025 PSUs) and 65,417 restricted stock units.
• The reported transactions include the vesting and settlement of restricted stock units and the withholding of shares for tax obligations.
• Becker disclaims beneficial ownership of shares held by the trusts in which he does not have a pecuniary interest.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The vesting of stock units and continued ownership by the CEO are positive signals, while the tax-related disposals are a normal part of equity compensation.

Positives

• The vesting of restricted stock units indicates that performance milestones have been met, which is generally a positive sign.
• The CEO's continued significant ownership stake aligns his interests with those of shareholders.

Negatives

• The disposal of shares to cover tax liabilities, while common, slightly reduces the CEO's direct holdings.

Risks

• The performance stock units are subject to performance conditions, and the actual number of shares earned may vary based on the company's performance.
• Indirect ownership through trusts could potentially lead to complex ownership structures and governance considerations.

Future Outlook

The document outlines the vesting schedules and performance conditions for various restricted stock units and performance stock units, indicating future potential equity awards based on company performance and stock price targets.

Management Comments

• Mr. Becker disclaims beneficial ownership of any shares in which he does not have a pecuniary interest.

Industry Context

Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders, providing transparency to investors regarding management's stake in the company.

Comparison to Industry Standards

• The vesting schedules and performance conditions for the stock units are typical for executive compensation packages in publicly traded companies.
• Companies like EMCOR Group and Comfort Systems USA, which operate in similar sectors, also utilize equity-based compensation to align executive incentives with shareholder value.

Stakeholder Impact

• Shareholders can gain insight into management's alignment with company performance through the vesting of stock units.
• Employees may be indirectly affected by the performance conditions tied to the performance stock units, as these conditions can influence company strategy and goals.

Next Steps

• Continued monitoring of insider transactions and company performance to assess the value of performance stock units.
• Tracking the vesting schedules of the remaining restricted stock units.

Key Dates