Press Releases May 4, 2026 06:34 AM

ADT Announces Launch of Secondary Public Offering of Common Stock and Concurrent Share Repurchase

ADT Announces Secondary Offering by Apollo Affiliates and Concurrent Share Repurchase Program

By Maya Rios ADT
ADT Announces Launch of Secondary Public Offering of Common Stock and Concurrent Share Repurchase
ADT

ADT Inc. announced a secondary offering of approximately 102 million shares held by Apollo Global Management affiliates, with the company not selling shares or receiving proceeds. Concurrently, ADT plans to repurchase up to about 29 million shares under its $1.5 billion repurchase plan. The offering is managed by Barclays and Citigroup and registered with the SEC.

Key Points

  • Secondary offering involves all remaining shares held by Apollo-affiliated selling stockholders; ADT itself is not issuing new shares or raising capital.
  • Concurrent share repurchase up to 29 million shares under existing $1.5 billion buyback program, signaling confidence in the company’s value.
  • Offering will be conducted through various sale mechanisms on the NYSE and OTC markets with no underwriting fees for shares repurchased by ADT.
  • Sectors impacted include security services and smart home technology sectors, with implications for equity markets due to share offering and repurchase activities.

BOCA RATON, Fla., May 04, 2026 (GLOBE NEWSWIRE) -- ADT Inc. (NYSE: ADT) (“ADT” or the “Company”) today announced a proposed secondary public offering of 102,000,366 shares of the Company’s common stock held by certain entities managed by affiliates of Apollo Global Management, Inc. (the “Selling Stockholders”), which represent all the remaining shares owned by the Selling Stockholders. The Company is not selling any shares and will not receive any proceeds from the proposed offering.

In addition, ADT intends to purchase from the underwriters up to 29,142,961 shares of common stock as part of the secondary public offering (the “Share Repurchase”) subject to the completion of the offering. The Share Repurchase will be made pursuant to the Company’s existing $1.5 billion share repurchase plan. The underwriters will not receive any underwriting fees for the shares being repurchased by the Company.

The underwriters may offer the shares of common stock, other than shares subject to the Share Repurchase, from time to time for sale in one or more transactions to purchasers, directly or through agents, or through brokers in brokerage transactions, on the New York Stock Exchange, in the over-the-counter market, through negotiated transactions or in a combination of such methods of sale, at a fixed price or prices, which may be changed, or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices, subject to receipt and acceptance by them and subject to their right to reject any order in whole or in part.

Barclays and Citigroup are acting as book-running managers for the proposed offering.

A shelf registration statement (including a prospectus) relating to these securities has been filed with the Securities and Exchange Commission (the “Commission”) and is effective. A preliminary prospectus supplement relating to the offering has also been filed with the Commission. Before investing, interested parties should read the shelf registration statement, preliminary prospectus supplement and other documents filed with the Commission for information about ADT and the offering. You may get these documents for free by visiting EDGAR on the Commission’s website at sec.gov. Alternatively, a copy may be obtained from: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at: (888) 603-5847 or by email at [email protected]; and Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About ADT Inc.

ADT is a leading provider of security, interactive, and smart home solutions serving residential and small business customers in the U.S. Through innovative offerings, unrivaled safety, and a premium customer experience delivered by the largest network of smart home security professionals in the U.S., ADT empowers people to protect and connect to what matters most, every second, every day. For more information, visit www.adt.com.

Forward-Looking Statements

ADT has made statements in this press release that may constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and are made in reliance on the safe harbor protections provided thereunder. While ADT has specifically identified certain information as being forward-looking in the context of its presentation, we caution you that all statements contained in this press release that are not clearly historical in nature, including, among other things, the proposed secondary public offering of the common stock; the proposed repurchase of shares of the common stock; any stated or implied outcomes with regards to the foregoing; and other matters. Without limiting the generality of the preceding sentences, any time the Company uses the words “ongoing,” “expects,” “intends,” “will,” “anticipates,” “believes,” “confident,” “continue,” “propose,” “seeks,” “could,” “may,” “should,” “estimates,” “forecasts,” “might,” “goals,” “objectives,” “targets,” “planned,” “projects,” and, in each case, their negative or other various or comparable terminology, and similar expressions, the Company intends to clearly express that the information deals with possible future events and is forward-looking in nature. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. For ADT, particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include, without limitation, risks related to and the effect of the proposed secondary public offering of the common stock; activity in repurchasing shares of ADT’s common stock; and risks that are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and other filings with the Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. Any forward-looking statement represents our estimates and assumptions only as of the date of this press release and, except as required by law, ADT undertakes no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events, or otherwise after the date of this press release.


Risks

  • The large secondary offering may increase share float and could pressure ADT's stock price due to increased supply.
  • Uncertainty regarding timing and scale of repurchase versus offering creates ambiguity on net share count impact and shareholder value.
  • Market reception depends on demand for shares; potential volatility around pricing and volume in NYSE and OTC markets during the offering period.

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