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Filing Details

Accession Number:: 0001628280-24-038375
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-08-23 18:30:41
Reporting Period:: 2024-08-21

Accepted Time:: 2024-08-23 18:30:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1796209	Api Group Corp	APG	()	1231

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
940603	E Martin Franklin	C/O Api Group Corporation 1100 Old Highway Nw 8 New Brighton MN 55112		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2024-08-21	321,077	$35.16	14,445,825	No	4	S	Indirect	By MEF Holdings, LLLP
Common Stock	Disposition	2024-08-22	178,346	$35.26	14,267,479	No	4	S	Indirect	By MEF Holdings, LLLP
Common Stock	Disposition	2024-08-23	160,577	$35.51	14,106,902	No	4	S	Indirect	By MEF Holdings, LLLP

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By MEF Holdings, LLLP
No	4	S	Indirect	By MEF Holdings, LLLP
No	4	S	Indirect	By MEF Holdings, LLLP

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	3,733	Indirect	By Mariposa Acquisition IV, LLC

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Series A Preferred Stock	$0.00			1,728,400	1,728,400	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	1,728,400	1,728,400	Indirect

Footnotes

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by MEF Holdings LLLP on March 8, 2024.
Represents the weighted average price of the shares sold on August 21, 2024. The prices of the shares sold pursuant to the transactions ranged from $35.15 to $35.34 per share. MEF Holdings LLLP, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.
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.
Represents the weighted average price of the shares sold on August 22, 2024. The prices of the shares sold pursuant to the transactions ranged from $35.10 to $35.42 per share. MEF Holdings LLLP, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.
Represents the weighted average price of the shares sold on August 23, 2024. The prices of the shares sold pursuant to the transactions ranged from $35.20 to $35.90 per share. MEF Holdings LLLP, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each separate price.
The shares of Common Stock and Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. Mr. Franklin is the manager of Mariposa Acquisition IV, LLC. In such capacity, Mr. Franklin exercises voting and investment power over the shares of Common Stock and Series A Preferred Stock held by Mariposa Acquisition IV, LLC. As a result, Mr. Franklin may be deemed to have beneficial ownership (as determined under Section 13(d) of the Securities Exchange Act of 1934, as amended) of his proportionate interest in the shares of Common Stock and Series A Preferred Stock held by Mariposa Acquisition IV, LLC.
(Continued from Footnote 6) 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, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 3,733 shares of Common Stock and 1,728,400 shares of Series A Preferred Stock held by Mariposa Acquisition IV, LLC. Mr. Franklin disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein.
The Series A Preferred Stock is convertible at any time at the election of the holder, on a one-for-one basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock shall automatically convert into Common Stock on the last day of the seventh full financial year of the Issuer following October 1, 2019 (or if such date is not a trading day, the first trading day immediately following such date).