Sec Form 4 Filing - Krumm Kevin @ APi Group Corp - 2023-09-01

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 Krumm Kevin 2. Issuer Name and Ticker or Trading Symbol APi Group Corp [ APG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & Chief Financial Officer (Last) (First) (Middle) C/O API GROUP CORPORATION, 1100 OLD HIGHWAY 8 NW 3. Date of Earliest Transaction (MM/DD/YY) 09/01/2023 (Street) NEW BRIGHTON, MN55112 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 Common Stock 09/01/2023 M 20,148 A $ 0 ( 1 ) 37,905 D Common Stock 09/01/2023 F 9,913 ( 2 ) D $ 28.41 27,992 D Common Stock 403.964 ( 3 ) I By 401(k) Plan ( 4 )

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 Restricted Stock Units ( 5 ) 09/01/2023 M 20,148 ( 6 ) ( 6 ) Common Stock 20,148 $ 0 20,148 D Performance Stock Units ( 7 ) ( 7 ) ( 7 ) Common Stock 49,868 49,868 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Krumm Kevin C/O API GROUP CORPORATION 1100 OLD HIGHWAY 8 NW NEW BRIGHTON, MN55112 EVP & Chief Financial Officer Signatures /s/Louis B. Lambert, Attorney-in-Fact 09/06/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On September 1, 2023, 20,148 of the Reporting Person's restricted stock units were settled for an equal number of shares of the Issuer's Common Stock. ( 2 )Shares withheld for tax liability. ( 3 )Shares acquired under the Issuer's Profit Sharing & 401(k) Plan in an exempt transaction pursuant to Rule 16b-3(c). ( 4 )These shares are held in the Reporting Person's account under the Issuer's Profit Sharing & 401(k) Plan. ( 5 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. ( 6 )These restricted stock units vest in three equal installments on September 1, 2022, September 1, 2023 and September 1, 2024. ( 7 )Represents an award of performance stock units (the "2022-2 PSUs"). The 2022-2 PSUs will vest upon the Issuer's Common Stock achieving a specified price per share over a specified period by March 9, 2027 and to the extent earned will vest 100% on the later of the date that such performance condition is satisfied and March 9, 2025, the third anniversary of the grant date.

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).

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