OTHER INFORMATION
−Removed: Rule 10b5-1 trading arrangement
−Removed: During the three months ended March 31, 2026, Ian Ashken and Sir Martin Franklin, directors of the Company, each adopted or terminated a "Rule 10b5-1 trading arrangement" as defined in Regulation S-K Item 408, as follows:
−Removed: On March 18, 2026 , Mr.
−Removed: Ashken adopted a Rule 10b5-1 trading arrangement providing for the sale of the Company's common stock (a "Rule 10b5-1 Trading Plan") that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c).
−Removed: Ashken’s Rule 10b5-1 Trading Plan provides for the sale of up to 1,003,567 shares of our common stock pursuant to one or more limit orders until August 20, 2027 , or earlier if all transactions under the trading arrangement are completed.
−Removed: On February 20, 2026 , Sir Martin Franklin terminated his pre-arranged stock trading plan, which was adopted on May 8, 2025.
−Removed: Franklin's Rule 10b5-1 Trading Plan provided for the sale of up to 2,700,000 shares of our common stock pursuant to one or more limit orders until March 13, 2026.
−Removed: No other officers or directors, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the three months ended March 31, 2026.
+Added: (a) Departure of Directors or Certain Officers
+Added: Effective August 1, 2026, James T.
+Added: Arseniadis, the Company’s Vice President, Corporate Controller and Chief Accounting Officer, will transition to a new role within the Company.
+Added: Effective as of August 1, 2026, Glenn David Jackola, the Company’s Executive Vice President and Chief Financial Officer, will be designated as the Company’s “principal accounting officer” in addition to his existing positions.
+Added: Jackola’s biographical information is hereby incorporated into this Item 5 by reference to the information under Executive Officers in Part I, Item 1 (Business) in the Company’s Form 10-K for the fiscal year ended December 31, 2025, as filed with the U.S.
+Added: Securities and Exchange Commission on February 25, 2026.
+Added: (b) Rule 10b5-1 trading arrangement
+Added: No officers or directors, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the quarter ended June 30, 2026.
Description of Exhibits
−Removed: 10.1* Executive Officer Severance Policy (as amended and restated).
+Added: 4.1 Indenture, dated as of May 14, 2026, by and between APi Group DE, Inc., as issuer, the guarantors party thereto, and Computershare Trust Company, N.A., as trustee (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 18, 2026).
+Added: 4.2 Form of 5.750% Senior Notes due 2034 (included in Exhibit 4.1) (incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 18, 2026).
+Added: 10.1 Amendment No.
+Added: 9 to Credit Agreement, dated as of May 14, 2026, among APi Group DE, Inc., as borrower, APi Group Corporation, the subsidiary guarantors from time to time party thereto, the lenders from time to time party thereto, and Citibank, N.A.
+Added: as administrative agent and collateral agent.
+Added: (Incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed May 1 8 , 202 6 ) .
31.1* Certification by Russell A.
4 unchanged sentences
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 32.2** Certification by Glenn David Jackola, E xe cutive Vice Pres ide nt and Chief Financial Officer, pursuant to 18 U.S.C.
+Added: 32.2** Certification by Glenn David Jackola, Executive Vice President and Chief Financial Officer, pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
11 unchanged sentences
APi GROUP CORPORATION
−Removed: April 30, 2026 /s/ Russell A.
+Added: July 30, 2026 /s/ Russell A.
President and Chief Executive Officer
(Duly Authorized Officer)
−Removed: April 30, 2026 /s/ Glenn David Jackola
+Added: July 30, 2026 /s/ Glenn David Jackola
Glenn David Jackola
1 unchanged sentence
(Principal Financial Officer)
−Removed: April 30, 2026 /s/ James T.
+Added: July 30, 2026 /s/ James T.
Vice President, Corporate Controller and Chief Accounting Officer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.