Sec Form 4 Filing - Foroughi Arash Adam @ AppLovin Corp - 2022-11-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Foroughi Arash Adam
2. Issuer Name and Ticker or Trading Symbol
AppLovin Corp [ APP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO & Chairperson
(Last) (First) (Middle)
1100 PAGE MILL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
11/01/2022
(Street)
PALO ALTO, CA94304
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/01/2022 C( 1 ) 7,500,000 A $ 0 7,500,000 I See Footnote( 2 )
Class A Common Stock 11/01/2022 G( 1 ) V 7,500,000 D $ 0 0 I See Footnote( 2 )
Class A Common Stock 11/01/2022 G( 1 ) V 3,750,000 A $ 0 3,750,000 I See Footnote( 3 )
Class A Common Stock 11/01/2022 G( 1 ) V 2,250,000 A $ 0 2,250,000 I See Footnote( 4 )
Class A Common Stock 11/01/2022 G( 1 ) V 1,500,000 A $ 0 1,500,000 I See Footnote( 5 )
Class A Common Stock 100,000 I See Footnote( 6 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 1 ) 11/01/2022 C( 2 ) 7,500,000 ( 1 ) ( 1 ) Class A Common Stock 7,500,000 $ 0 847,752 I See Footnote( 2 )
Class B Common Stock ( 7 ) ( 7 ) ( 7 ) Class A Common Stock 27,936,907 27,936,907 D
Class B Common Stock ( 7 ) ( 7 ) ( 7 ) Class A Common Stock 237,283 237,283 I See Footnote( 8 )
Class B Common Stock ( 7 ) ( 7 ) ( 7 ) Class A Common Stock 237,283 237,283 I See Footnote( 9 )
Class B Common Stock ( 7 ) ( 7 ) ( 7 ) Class A Common Stock 237,283 237,283 I See Footnote( 10 )
Class B Common Stock ( 7 ) ( 7 ) ( 7 ) Class A Common Stock 237,283 237,283 I See Footnote( 11 )
Class B Common Stock ( 7 ) ( 7 ) ( 7 ) Class A Common Stock 237,283 237,283 I See Footnote( 12 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Foroughi Arash Adam
1100 PAGE MILL ROAD
PALO ALTO, CA94304
X X CEO & Chairperson
Signatures
/s/ Victoria Valenzuela, Attorney-in-fact 11/28/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with estate planning by the Reporting Person, the reported shares of Class B Common Stock automatically converted into an equal number of shares of Class A Common Stock of the Issuer and were transferred as a bona fide gift to certain trusts for which the Reporting Person's children are beneficiaries. Shares of Class B Common Stock are exchangeable at any time, at the option of the Reporting Person and automatically in connection with certain transfers and upon certain other events, into an equal number of shares of Class A Common Stock.
( 10 )Shares are held by KMF 2020 LLC for the benefit of the Reportin g Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 11 )Shares are held by OHF 2020 LLC for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 12 )Shares are held by WNF 2020 LLC for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 2 )Shares are held by The Foroughi 2015 Irrevocable Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 3 )Shares are held by The JAF Children's Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 4 )Shares are held by The WHK Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 5 )Shares are held by The OD Trust for which the Reporting Person's children are beneficiaries. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 6 )Shares are held by The Adam and Jaclyn Foroughi 2011 Family Trust for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 7 )Shares of Class B Common Stock are exchangeable at any time, at the option of the Reporting Person and automatically in connection with certain transfers and upon certain other events, into an equal number of shares of Class A Common Stock.
( 8 )Shares are held by DLF 2020 LLC for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
( 9 )Shares are held by HDF 2020 LLC for the benefit of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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