0001209191-23-034684.txt : 20230605 0001209191-23-034684.hdr.sgml : 20230605 20230605202140 ACCESSION NUMBER: 0001209191-23-034684 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230105 FILED AS OF DATE: 20230605 DATE AS OF CHANGE: 20230605 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LILLIE JAMES E CENTRAL INDEX KEY: 0001164470 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39275 FILM NUMBER: 23994649 MAIL ADDRESS: STREET 1: C/O MOORE CORPORATION LIMITED STREET 2: ONE CANTERBURY GREEN CITY: STAMFORD STATE: CT ZIP: 06901 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: APi Group Corp CENTRAL INDEX KEY: 0001796209 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 981510303 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O API GROUP, INC. STREET 2: 1100 OLD HIGHWAY 8 NW CITY: NEW BRIGHTON STATE: MN ZIP: 55112 BUSINESS PHONE: 651-636-4320 MAIL ADDRESS: STREET 1: C/O API GROUP, INC. STREET 2: 1100 OLD HIGHWAY 8 NW CITY: NEW BRIGHTON STATE: MN ZIP: 55112 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-01-05 0 0001796209 APi Group Corp APG 0001164470 LILLIE JAMES E C/O API GROUP CORPORATION 1100 OLD HIGHWAY 8 NW NEW BRIGHTON MN 55112 1 0 0 0 1 Common Stock 2023-01-05 4 J 0 6326 0.00 D 4557632 I By JTOO LLC Common Stock 2023-01-09 4 J 0 6326 0.00 A 1135989 D Common Stock 2023-06-01 4 S 0 57580 22.62 D 4500052 I By JTOO LLC Common Stock 2023-06-02 4 S 0 89673 23.33 D 4410379 I By JTOO LLC Common Stock 2023-06-05 4 S 0 19414 23.42 D 4390965 I By JTOO LLC Series A Preferred Stock Common Stock 768000 768000 I By Mariposa Acquisition IV, LLC Represents a distribution by JTOO LLC to the Lillie 2015 Dynasty Trust, its sole member, for no consideration, as part of the same estate planning transaction discussed in footnote 3 below. The shares of Common Stock reported herein are held directly by JTOO LLC, of which Mr. Lillie is the manager. In connection with an estate planning transaction, the Lillie 2015 Dynasty Trust, of which Mr. Lillie is the grantor, settled certain amounts owed to Mr. Lillie using shares of the Issuer's Common Stock. There were no third parties involved in this transaction, which was purely estate planning in nature. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by JTOO LLC on March 2, 2023. Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transactions ranged from $22.36 to $22.85 per share. JTOO LLC, 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. The prices of the shares sold pursuant to the transactions ranged from $22.71 to $23.60 per share. JTOO LLC, 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. The prices of the shares sold pursuant to the transactions ranged from $23.25 to $23.54 per share. JTOO LLC, 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 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). The shares of Series A Preferred Stock are held directly by Mariposa Acquisition IV, LLC. JTOO LLC, of which Mr. Lillie is the manager, holds a limited liability company interest in Mariposa Acquisition IV, LLC and, as a result, may be deemed to have a pecuniary interest in 768,000 shares of Series A Preferred Stock held by Mariposa Acquisition IV, LLC. Mr. Lillie disclaims beneficial ownership of any shares except to the extent of his pecuniary interest therein. /s/ Louis B. Lambert, Attorney-in-Fact 2023-06-05 EX-24 2 poa.txt POA DOCUMENT SECTION 16 POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Russell A. Becker, Kevin S. Krumm and Louis B. Lambert, signing singly, the undersigned's true and lawful attorney-in-fact to: 1. execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of APi Group Corporation (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder; 2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and 3. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in- fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-facts substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned hereby revokes all previous powers of attorney that have been granted by him in connection with his reporting obligations, if any, under Section 16 of the Exchange Act with respect to his holdings of and transactions in securities issued by the Company. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. The undersigned has caused this Power of Attorney to be executed as of December 13, 2022. By: /s/James E. Lillie Name: James E. Lillie