ADT (ADT) Proxy filing summary

Executive summary

• Definitive agreement for acquisition by Thrive Holdings; announced transaction value is $15.3 billion. The deal combines more than 150 years of security experience and a nationwide service network with Thrive Holdings’ technology and engineering capabilities.

• Closing expected in Q1 2027, subject to customary conditions; after completion, operations will be private.

• Existing vendor agreements and working arrangements are expected to remain unchanged; contractual obligations and vendor relationships will be maintained.

Voting matters and shareholder proposals

• Stockholder approval is required for the transaction, alongside U.S. antitrust approval and other customary closing conditions.

• Relevant SEC materials, including preliminary and definitive proxy statements, are planned; investors and stockholders are urged to review them when available.

Risk oversight and compliance

• Deal risks include delayed or failed approvals, unmet conditions, competing proposals, termination including a potential fee, effects on retention and business relationships, management distraction, and stockholder litigation.

• Forward-looking statements rely on current beliefs and assumptions, are subject to significant uncertainty, and speak only as of their date; updates are disclaimed unless required by law.