10-Q
ADT Inc. (ADT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| (Mark One) | |
|---|---|
| ☒ | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended March 31, 2025
OR
| ☐ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
|---|
For the transition period from __________ to __________
Commission File Number: 001-38352

ADT Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 47-4116383 |
|---|---|
| (State or other jurisdiction<br>of incorporation or organization) | (I.R.S. Employer<br>Identification No.) |
1501 Yamato Road
Boca Raton, Florida 33431
(561) 988-3600
(Address of principal executive offices, zip code, registrant’s telephone number, including area code)
| Securities registered pursuant to Section 12(b) of the Act: | ||
|---|---|---|
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | ADT | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ |
|---|---|---|---|
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
| Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of April 17, 2025, there were 781,765,950 shares outstanding of the registrant’s common stock, $0.01 par value per share, and 54,744,525 shares outstanding of the registrant’s Class B common stock, $0.01 par value per share.
TABLE OF CONTENTS
| Page | ||
|---|---|---|
| Part I | Financial Information | |
| Item 1. | Financial Statements | 1 |
| Condensed Consolidated Balance Sheets (Unaudited) | 1 | |
| Condensed Consolidated Statements of Operations (Unaudited) | 2 | |
| Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) | 3 | |
| Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) | 4 | |
| Condensed Consolidated Statements of Cash Flows (Unaudited) | 5 | |
| Notes to Condensed Consolidated Financial Statements (Unaudited) | ||
| 1. Description of Business and Summary of Significant Accounting Policies | 6 | |
| 2. Revenue and Receivables | 10 | |
| 3. Segment Information | 12 | |
| 4. Divestitures | 13 | |
| 5. Goodwill and Other Intangible Assets | 14 | |
| 6. Debt | 16 | |
| 7. Derivative Financial Instruments | 18 | |
| 8. Income Taxes | 19 | |
| 9. Equity | 19 | |
| 10. Share-Based Compensation | 21 | |
| 11. Earnings Per Share | 21 | |
| 12. Commitments and Contingencies | 23 | |
| 13. Leases | 24 | |
| 14. Related Party Transactions | 25 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 27 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 38 |
| Item 4. | Controls and Procedures | 39 |
| Part II | Other Information | |
| Item 1. | Legal Proceedings | 40 |
| Item 1A. | Risk Factors | 40 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 40 |
| Item 3. | Defaults Upon Senior Securities | 41 |
| Item 4. | Mine Safety Disclosures | 41 |
| Item 5. | Other Information | 41 |
| Item 6. | Exhibits | 41 |
| Signatures | 43 |
ITEM 1. FINANCIAL STATEMENTS.
ADT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands, except share and per share data)
| March 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Assets | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 3,744 | $ | 96,212 |
| Restricted cash and restricted cash equivalents | 87,442 | 107,853 | ||
| Accounts receivable, net of allowance for credit losses of $62,249 and $57,795, respectively | 395,281 | 393,511 | ||
| Inventories, net | 188,818 | 196,731 | ||
| Prepaid expenses and other current assets | 182,255 | 210,613 | ||
| Total current assets | 857,540 | 1,004,920 | ||
| Property and equipment, net | 242,290 | 247,183 | ||
| Subscriber system assets, net | 2,949,154 | 2,981,161 | ||
| Intangible assets, net | 4,806,326 | 4,854,099 | ||
| Goodwill | 4,903,899 | 4,903,899 | ||
| Deferred subscriber acquisition costs, net | 1,356,723 | 1,324,376 | ||
| Other assets | 714,133 | 735,319 | ||
| Total assets | $ | 15,830,065 | $ | 16,050,957 |
| Liabilities and stockholders' equity | ||||
| Current liabilities: | ||||
| Current maturities of long-term debt | $ | 206,632 | $ | 195,791 |
| Accounts payable | 132,739 | 153,537 | ||
| Deferred revenue | 252,880 | 247,785 | ||
| Accrued expenses and other current liabilities | 493,967 | 634,904 | ||
| Current liabilities of discontinued operations | 30,916 | 31,763 | ||
| Total current liabilities | 1,117,134 | 1,263,780 | ||
| Long-term debt | 7,612,702 | 7,511,282 | ||
| Deferred subscriber acquisition revenue | 2,078,616 | 2,067,608 | ||
| Deferred tax liabilities | 1,170,278 | 1,167,213 | ||
| Other liabilities | 219,966 | 224,384 | ||
| Noncurrent liabilities of discontinued operations | 14,077 | 15,889 | ||
| Total liabilities | 12,212,773 | 12,250,156 | ||
| Commitments and contingencies (See Note 12) | ||||
| Stockholders' equity: | ||||
| Preferred stock—authorized 1,000,000 shares of $0.01 par value; zero issued and outstanding as of March 31, 2025 and December 31, 2024 | — | — | ||
| Common stock—authorized 3,999,000,000 shares of $0.01 par value; issued and outstanding shares of 788,152,561 and 836,589,761 as of March 31, 2025 and December 31, 2024, respectively | 7,882 | 8,366 | ||
| Class B common stock—authorized 100,000,000 shares of $0.01 par value; issued and outstanding shares of 54,744,525 as of March 31, 2025 and December 31, 2024 | 547 | 547 | ||
| Additional paid-in capital | 6,840,189 | 7,117,098 | ||
| Accumulated deficit | (3,225,634) | (3,318,174) | ||
| Accumulated other comprehensive income (loss) | (5,692) | (7,036) | ||
| Total stockholders' equity | 3,617,292 | 3,800,801 | ||
| Total liabilities and stockholders' equity | $ | 15,830,065 | $ | 16,050,957 |
See Notes to Condensed Consolidated Financial Statements
ADT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share data)
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Revenue: | |||||
| Monitoring and related services | $ | 1,083,104 | $ | 1,062,652 | |
| Security installation, product, and other | 184,387 | 127,020 | |||
| Total revenue | 1,267,491 | 1,189,672 | |||
| Cost of revenue (exclusive of depreciation and amortization shown separately below): | |||||
| Monitoring and related services | 157,850 | 154,713 | |||
| Security installation, product, and other | 82,272 | 39,592 | |||
| Total cost of revenue | 240,122 | 194,305 | |||
| Selling, general, and administrative expenses | 368,600 | 370,216 | |||
| Depreciation and intangible asset amortization | 339,517 | 333,002 | |||
| Operating income (loss) | 319,252 | 292,149 | |||
| Interest expense, net | (120,879) | (87,450) | |||
| Other income (expense) | (4,864) | 15,622 | |||
| Income (loss) from continuing operations before income taxes | 193,509 | 220,321 | |||
| Income tax benefit (expense) | (51,032) | (56,430) | |||
| Income (loss) from continuing operations | 142,477 | 163,891 | |||
| Income (loss) from discontinued operations, net of tax | (2,231) | (72,340) | |||
| Net income (loss) | $ | 140,246 | $ | 91,551 | |
| Common Stock: | |||||
| Income (loss) from continuing operations per share - basic | $ | 0.17 | $ | 0.18 | |
| Income (loss) from continuing operations per share - diluted | $ | 0.16 | $ | 0.17 | |
| Net income (loss) per share - basic | $ | 0.16 | $ | 0.10 | |
| Net income (loss) per share - diluted | $ | 0.15 | $ | 0.09 | |
| Weighted-average shares outstanding - basic | 808,029 | 855,893 | |||
| Weighted-average shares outstanding - diluted | 871,312 | 918,394 | |||
| Class B Common Stock: | |||||
| Income (loss) from continuing operations per share - basic | $ | 0.17 | $ | 0.18 | |
| Income (loss) from continuing operations per share - diluted | $ | 0.16 | $ | 0.17 | |
| Net income (loss) per share - basic | $ | 0.16 | $ | 0.10 | |
| Net income (loss) per share - diluted | $ | 0.15 | $ | 0.09 | |
| Weighted-average shares outstanding - basic | 54,745 | 54,745 | |||
| Weighted-average shares outstanding - diluted | 54,745 | 54,745 |
See Notes to Condensed Consolidated Financial Statements
ADT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
(in thousands)
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Net income (loss) | $ | 140,246 | $ | 91,551 | |
| Other comprehensive income (loss), net of tax: | |||||
| Cash flow hedges and other | 1,344 | 1,708 | |||
| Comprehensive income (loss) | $ | 141,590 | $ | 93,259 |
See Notes to Condensed Consolidated Financial Statements
ADT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
(in thousands)
| Three Months Ended March 31, 2025 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of Common Shares | Number of Class B Common Shares | Common Stock | Class B Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Stockholders' Equity | |||||||
| Beginning balance | 836,590 | 54,745 | $ | 8,366 | $ | 547 | $ | 7,117,098 | $ | (3,318,174) | $ | (7,036) | $ | 3,800,801 |
| Net income (loss) | — | — | — | — | — | 140,246 | — | 140,246 | ||||||
| Other comprehensive income (loss), net of tax | — | — | — | — | — | — | 1,344 | 1,344 | ||||||
| Dividends | — | — | — | — | — | (47,186) | — | (47,186) | ||||||
| Share-based compensation expense | — | — | — | — | 20,521 | — | — | 20,521 | ||||||
| Repurchases of common stock (including excise tax) | (52,968) | — | (530) | — | (304,376) | — | — | (304,906) | ||||||
| Transactions related to employee share-based<br>compensation plans and other | 4,531 | — | 46 | — | 6,946 | (520) | — | 6,472 | ||||||
| Ending balance | 788,153 | 54,745 | $ | 7,882 | $ | 547 | $ | 6,840,189 | $ | (3,225,634) | $ | (5,692) | $ | 3,617,292 |
| Three Months Ended March 31, 2024 | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Number of Common Shares | Number of Class B Common Shares | Common Stock | Class B Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Stockholders' Equity | |||||||
| Beginning balance | 867,432 | 54,745 | $ | 8,674 | $ | 547 | $ | 7,413,305 | $ | (3,617,718) | $ | (16,162) | $ | 3,788,646 |
| Net income (loss) | — | — | — | — | — | 91,551 | — | 91,551 | ||||||
| Other comprehensive income (loss), net of tax | — | — | — | — | — | — | 1,708 | 1,708 | ||||||
| Dividends | — | — | — | — | — | (50,070) | — | (50,070) | ||||||
| Share-based compensation expense | — | — | — | — | 7,971 | — | — | 7,971 | ||||||
| Repurchases of common stock (including excise tax) | (15,000) | — | (150) | — | (93,969) | — | — | (94,119) | ||||||
| Transactions related to employee share-based<br>compensation plans and other | 3,197 | — | 32 | — | (9,412) | (526) | — | (9,906) | ||||||
| Ending balance | 855,629 | 54,745 | $ | 8,556 | $ | 547 | $ | 7,317,895 | $ | (3,576,763) | $ | (14,454) | $ | 3,735,781 |
See Notes to Condensed Consolidated Financial Statements
ADT INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Cash flows from operating activities: | ||||
| Net income (loss) | $ | 140,246 | $ | 91,551 |
| Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
| Depreciation and intangible asset amortization | 339,535 | 334,353 | ||
| Amortization of deferred subscriber acquisition costs | 60,358 | 54,605 | ||
| Amortization of deferred subscriber acquisition revenue | (88,871) | (83,376) | ||
| Share-based compensation expense | 20,521 | 7,971 | ||
| Deferred income taxes | 2,634 | 11,414 | ||
| Provision for losses on receivables and inventory | 52,545 | 60,765 | ||
| Loss on extinguishment of debt | 6,443 | — | ||
| Intangible and other asset impairments | — | 20,446 | ||
| Unrealized (gain) loss on interest rate swap contracts | 25,041 | (10,146) | ||
| Other non-cash items, net | 18,987 | 20,845 | ||
| Changes in operating assets and liabilities, net of effects of acquisitions and dispositions: | ||||
| Deferred subscriber acquisition costs | (92,787) | (89,086) | ||
| Deferred subscriber acquisition revenue | 57,828 | 65,918 | ||
| Other, net | (75,854) | (121,458) | ||
| Net cash provided by (used in) operating activities | 466,626 | 363,802 | ||
| Cash flows from investing activities: | ||||
| Dealer generated customer accounts and bulk account purchases | (106,899) | (117,594) | ||
| Subscriber system asset expenditures | (105,461) | (140,515) | ||
| Purchases of property and equipment | (45,420) | (40,689) | ||
| Proceeds (payments) from interest rate swaps | (743) | (1,816) | ||
| Other investing, net | 264 | 544 | ||
| Net cash provided by (used in) investing activities | (258,259) | (300,070) | ||
| Cash flows from financing activities: | ||||
| Proceeds from long-term borrowings | 637,000 | 95,000 | ||
| Repayment of long-term borrowings, including call premiums | (511,029) | (56,646) | ||
| Proceeds from receivables facility | 64,691 | 65,910 | ||
| Repayment of receivables facility | (76,397) | (57,984) | ||
| Proceeds (payments) from interest rate swaps | 17,157 | 23,908 | ||
| Repurchases of common stock | (396,564) | (93,356) | ||
| Dividends on common stock | (48,918) | (32,207) | ||
| Payments on finance leases | (7,304) | (7,237) | ||
| Other financing, net | 118 | (12,374) | ||
| Net cash provided by (used in) financing activities | (321,246) | (74,986) | ||
| Cash and cash equivalents and restricted cash and restricted cash equivalents: | ||||
| Net increase (decrease) | (112,879) | (11,254) | ||
| Beginning balance | 204,065 | 129,950 | ||
| Ending balance | $ | 91,186 | $ | 118,696 |
See Notes to Condensed Consolidated Financial Statements
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Business and Organization
ADT Inc., together with its wholly-owned subsidiaries (collectively, “ADT” or the “Company”), provides security, interactive, and smart home solutions to consumer and small business customers in the United States (“U.S.”).
During the first quarter of 2024, the Company ceased to be a “controlled company” under the New York Stock Exchange (the “NYSE”) rules following a registered secondary offering of the Company’s common stock (“Common Stock”) by certain entities managed by affiliates of Apollo Global Management, Inc. (“Apollo”). Following subsequent registered secondary offerings by Apollo, as of March 31, 2025, Apollo owned approximately 33% of the Company’s outstanding Common Stock, including shares of Class B common stock (“Class B Common Stock”) (on an as-converted basis). Refer to Note 14 “Related Party Transactions” for further information.
Basis of Presentation
The condensed consolidated financial statements included herein:
•have been prepared in U.S. dollars in accordance with generally accepted accounting principles in the United States of America (“GAAP”);
•are comprised of the consolidated results of ADT Inc. and its wholly-owned subsidiaries for which all intercompany transactions have been eliminated;
•are unaudited, but in the opinion of management, include all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the Company’s financial position, results of operations, and cash flows for the interim periods presented; and
•should not be taken as indicative of results that may be expected for future interim periods or the full year.
The Condensed Consolidated Balance Sheet as of December 31, 2024 included herein was derived from the audited consolidated financial statements as of that date. Certain information and footnote disclosures required in the annual consolidated financial statements have been omitted as appropriate. For a more comprehensive understanding of the Company and its interim results, these condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”).
Certain prior period amounts have been reclassified to conform with the current period presentation. Amounts previously disclosed under the caption merger, restructuring, integration, and other are now presented within selling, general, and administrative expenses on the Condensed Consolidated Statements of Operations as they are no longer material for the periods presented.
Use of Estimates
The preparation of these condensed consolidated financial statements in accordance with GAAP requires the Company to select accounting policies and make estimates that affect amounts reported in the condensed consolidated financial statements and the accompanying notes. The Company’s estimates are based on the relevant information available at the end of each period. Actual results could differ materially from these estimates under different assumptions or market conditions.
Segment Information
The Company evaluates and reports information based on the manner in which our chief operating decision maker (“CODM”) evaluates performance and allocates resources. The CODM manages the business on a consolidated basis, and as such, the Company reports results in a single operating and reportable segment.
Refer to Note 3 “Segment Information.”
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Discontinued Operations
The Company’s exit in 2024 from the residential solar business (the “Solar Business”) (the “ADT Solar Exit”) and the sale in 2023 of its commercial business (the “Commercial Business”) (the “Commercial Divestiture”) represented strategic shifts that had major effects on the Company’s operations and financial results. Accordingly, the results of operations and financial position of these businesses are classified as discontinued operations. The Condensed Consolidated Statements of Cash Flows and Condensed Consolidated Statements of Comprehensive Income (Loss) present both continuing and discontinued operations.
Refer to Note 4 “Divestitures.”
Unless otherwise noted, the following Notes to Condensed Consolidated Financial Statements refer to the Company’s continuing operations only.
Accounting Standards Updates (“ASU”)
Recently Issued
Disaggregation of Income Statement Expenses - ASU 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requires additional disclosure in the footnotes at each interim and annual reporting period about specific types of expenses included in the expense captions presented on the face of the statement of operations as well as additional disclosures that also include information related to selling expenses.
The guidance is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. The requirements will be applied prospectively with the option for retrospective application. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on its financial statements and disclosures.
Improvements to Income Tax Disclosures - ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, focuses on improvements to income tax disclosures, primarily related to the rate reconciliation and income tax paid information. In addition, the update includes certain other amendments to improve the effectiveness of income tax disclosures.
The guidance is effective for annual periods beginning after December 15, 2024, and should be applied prospectively, with retrospective application also a permitted option. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on its financial statements and disclosures.
Disclosure Improvements - ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, represents changes to clarify or improve disclosure and presentation requirements of a variety of topics.
The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The Company is monitoring the potential impact of this guidance on its financial statements and disclosures.
Significant Accounting Policies
Unless otherwise noted, the Company’s accounting policies, including those presented herein, do not materially differ from those disclosed in the 2024 Annual Report.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Cash and Cash Equivalents and Restricted Cash and Restricted Cash Equivalents
The following table reconciles the amounts below reported in the Condensed Consolidated Balance Sheets to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows:
| (in thousands) | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Cash and cash equivalents | $ | 3,744 | $ | 96,212 |
| Restricted cash and restricted cash equivalents(1) | 87,442 | 107,853 | ||
| Ending balance | $ | 91,186 | $ | 204,065 |
_______________
(1) Primarily includes the Opportunity Fund in connection with the State Farm Development Agreement (both as defined and discussed in Note 14 “Related Party Transactions”). Use of the funds must be agreed to by State Farm Fire & Casualty Company (“State Farm”) and the Company. The remaining balance relates to the Company’s uncommitted receivables securitization financing agreement (the “2020 Receivables Facility”) (refer to Note 6 “Debt”).
Inventories, net
Inventories, net includes finished goods and work-in-progress. Work-in-progress is not material.
Subscriber System Assets, net and Deferred Subscriber Acquisition Costs, net
Subscriber system assets represent capitalized equipment and installation costs incurred in connection with transactions in which the Company retains ownership of the security system, and which the Company may retrieve upon termination of the contract with the customer. Deferred subscriber acquisition costs represent selling expenses (primarily commissions) that are incremental to acquiring customers.
Subscriber system assets and any related deferred subscriber acquisition costs are accounted for on a pooled basis based on the month and year of customer acquisition. The Company depreciates and amortizes these pooled costs using an accelerated method over the estimated life of the customer relationship, which is 15 years.
| (in thousands) | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Gross carrying amount | $ | 6,968,889 | $ | 6,878,490 |
| Accumulated depreciation | (4,019,735) | (3,897,329) | ||
| Subscriber system assets, net | $ | 2,949,154 | $ | 2,981,161 |
Depreciation of subscriber system assets and amortization of deferred subscriber acquisition costs are reflected in depreciation and intangible asset amortization and selling, general, and administrative expenses (“SG&A”), respectively, as follows:
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | |||
| Depreciation of subscriber system assets | $ | 139,374 | $ | 138,303 | |
| Amortization of deferred subscriber acquisition costs | $ | 60,358 | $ | 54,605 |
Accrued Expenses and Other Current Liabilities
| (in thousands) | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Accrued interest | $ | 57,147 | $ | 107,116 |
| Payroll-related accruals | 70,165 | 109,078 | ||
| Opportunity Fund (see Note 14 “Related Party Transactions”) | 83,167 | 84,516 | ||
| Accrued dividends | 47,080 | 48,918 | ||
| Physically settled forward share repurchase liabilities (see Note 9 “Equity”) | 8,696 | 104,175 | ||
| Other accrued liabilities | 227,712 | 181,101 | ||
| Accrued expenses and other current liabilities | $ | 493,967 | $ | 634,904 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Fair Value of Financial Instruments
The Company’s financial instruments primarily consist of cash and cash equivalents, restricted cash and restricted cash equivalents, accounts receivable, retail installment contract receivables (“RICs”), accounts payable, debt, and derivatives. Due to their short-term and/or liquid nature, the fair values of cash, restricted cash, accounts receivable, and accounts payable approximate their respective carrying amounts.
Cash and Cash Equivalents and Restricted Cash and Restricted Cash Equivalents - Included in cash and cash equivalents and restricted cash and restricted cash equivalents, as applicable from time to time, are investments in money market mutual funds. These investments are generally classified as Level 1 fair value measurements, which represent unadjusted quoted prices in active markets for identical assets or liabilities.
As of March 31, 2025 and December 31, 2024, investments in money market mutual funds were $17 million and $90 million, respectively.
Long-Term Debt Instruments - The fair values of the Company’s long-term debt instruments are determined using broker-quoted market prices, which represent quoted prices for similar assets or liabilities as well as other observable market data, and are classified as Level 2 fair value measurements. The carrying amounts of debt outstanding, if any, under the Company’s first lien revolving credit facility (the “First Lien Revolving Credit Facility”) and the 2020 Receivables Facility approximate their fair values as interest rates on these borrowings approximate current market rates. Refer to Note 6 “Debt.”
| March 31, 2025 | December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) | Carrying<br>Amount | Fair<br>Value | Carrying<br>Amount | Fair<br>Value | ||||
| Long-term debt instruments(1) (see Note 6 “Debt”) | $ | 7,756,528 | $ | 7,740,120 | $ | 7,637,631 | $ | 7,589,677 |
________________
(1) Excludes finance leases.
Derivative Financial Instruments - Derivative financial instruments are reported at fair value as either assets or liabilities that are primarily calculated using discounted cash flow models utilizing observable inputs, such as quoted forward interest rates, and incorporate credit risk adjustments to reflect the risk of default by the counterparty or the Company. The resulting fair values are classified as Level 2 fair value measurements.
Refer to Note 7 “Derivative Financial Instruments” for the fair values of the Company’s derivative financial instruments.
Retail Installment Contract Receivables - The fair values of the Company’s RICs are determined using a discounted cash flow model and are classified as Level 3 fair value measurements. Refer to Note 2 “Revenue and Receivables.”
| March 31, 2025 | December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) | Carrying<br>Amount | Fair<br>Value | Carrying<br>Amount | Fair<br>Value | ||||
| Retail installment contract receivables, net | $ | 662,487 | $ | 500,962 | $ | 669,326 | $ | 495,259 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2. REVENUE AND RECEIVABLES
Revenue
The Company generates revenue from contractual monthly recurring fees received for monitoring and related services, as well as the sale and installation of security systems. The Company’s revenue-generating contracts are entered into primarily through its main operating entity and wholly-owned subsidiary, ADT LLC.
Disaggregated Revenue
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | ||
| Sources of Revenue: | ||||
| Recurring monthly revenue | $ | 1,052,799 | $ | 1,036,866 |
| Other related services | 30,305 | 25,786 | ||
| Monitoring and related services | 1,083,104 | 1,062,652 | ||
| Installation revenue | $ | 95,516 | $ | 43,644 |
| Amortization of deferred subscriber acquisition revenue | 88,871 | 83,376 | ||
| Security installation, product, and other | 184,387 | 127,020 | ||
| Total revenue | $ | 1,267,491 | $ | 1,189,672 |
The Company allocates the transaction price to each performance obligation based on the relative standalone selling price, which is determined using observable internal and external pricing, profitability, and operational metrics.
Customer-Owned Transactions - In transactions involving security systems sold outright to the customer (referred to as outright sales), the Company’s performance obligations generally include the sale and installation of the security system, which is primarily recognized at a point in time based upon the nature of the transaction and contractual terms, and any monitoring and related services, which are recognized when these services are provided to the customer.
Company-Owned Transactions - In transactions in which the Company provides monitoring and related services but retains ownership of the security system, the Company’s performance obligations primarily include (i) monitoring and related services, which are recognized when these services are provided to the customer, and (ii) a material right associated with the one-time non-refundable fees in connection with the initiation of a monitoring contract which the customer will not be required to pay again upon a renewal of the contract (referred to as deferred subscriber acquisition revenue).
Deferred subscriber acquisition revenue is amortized on a pooled basis over the estimated life of the customer relationship using an accelerated method consistent with the treatment of subscriber system assets and deferred subscriber acquisition costs.
Remaining Performance Obligations
As of March 31, 2025, the Company’s total remaining unsatisfied performance obligation relating to the provision of monitoring and related services is as follows (in thousands):
| 0-12 Months | 13-24 Months | 25-36 Months | Thereafter | Total | |||||
|---|---|---|---|---|---|---|---|---|---|
| $ | 1,819,230 | $ | 1,008,517 | $ | 462,214 | $ | 229,899 | $ | 3,519,860 |
Allowance for Credit Losses
The Company evaluates its allowance for credit losses on accounts receivable in pools based on customer type. For each customer pool, the allowance for credit losses is estimated based on the delinquency status of the underlying receivables and the related historical loss experience, as adjusted for current and expected future conditions, if applicable. The allowance for credit losses is not material for the individual pools of customers.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | ||
| Beginning balance | $ | 57,795 | $ | 46,850 |
| Provision for credit losses | 38,423 | 31,918 | ||
| Write-offs, net of recoveries(1) | (33,969) | (33,348) | ||
| Ending balance | $ | 62,249 | $ | 45,420 |
________________
(1)Recoveries were not material for the periods presented. As such, write-offs are presented net of recoveries.
Retail Installment Contract Receivables, Net
The Company’s RICs allow qualifying residential customers to pay the fees due at installation over a 12-, 24-, 36-, or 60-month interest-free period. The financing component is not significant.
Upon origination of a RIC, the Company utilizes external credit scores to assess customer credit quality and determine eligibility. Subsequent to origination, the Company monitors the delinquency status of the RICs as the key credit quality indicator. Delinquent billed RICs are not material.
The allowance for credit losses relates to RICs from outright sales transactions and is not material.
| (in thousands) | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Retail installment contract receivables, gross | $ | 682,093 | $ | 678,174 |
| Allowance for credit losses | (19,606) | (8,848) | ||
| Retail installment contract receivables, net | $ | 662,487 | $ | 669,326 |
| Balance Sheet Classification: | ||||
| Accounts receivable, net | $ | 262,613 | $ | 260,224 |
| Other assets | 399,874 | 409,102 | ||
| Retail installment contract receivables, net | $ | 662,487 | $ | 669,326 |
As of March 31, 2025 and December 31, 2024, RICs, net, for which the Company grants a security interest as collateral for borrowings under the 2020 Receivables Facility were $590 million and $575 million, respectively. Refer to Note 6 “Debt” for further discussion regarding the 2020 Receivables Facility.
Contract Assets
Contract assets represent the Company’s right to consideration in exchange for goods or services transferred to the customer. The contract asset is reclassified to accounts receivable as additional services are performed and billed, which is when the Company’s right to the consideration becomes unconditional.
The Company has the right to bill customers as services are provided over time, which generally occurs over the course of a 12-, 24-, 36-, or 60-month period as additional services are performed and billed. There is no significant financing component.
Gross contract assets recognized were not material for the periods presented.
| (in thousands) | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Contract assets, gross | $ | 50,654 | $ | 46,031 |
| Allowance for credit losses | (5,294) | (5,221) | ||
| Contract assets, net | $ | 45,360 | $ | 40,810 |
| Balance Sheet Classification: | ||||
| Prepaid expenses and other current assets | $ | 21,509 | $ | 19,164 |
| Other assets | 23,851 | 21,646 | ||
| Contract assets, net | $ | 45,360 | $ | 40,810 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3. SEGMENT INFORMATION
The Company reports results in a single operating and reportable segment.
The Company’s CODM is its Chairman, President, and Chief Executive Officer. The CODM evaluates performance and allocates resources on a consolidated basis using various measures primarily through reviews of various operational performance packages, earnings releases, investor presentations, and the Company’s SEC filings, as well as through the approval of the Company’s annual budget and forecast.
The Company’s reported segment profit measure is net income (loss) as this measure is most consistent with the amounts included in the Condensed Consolidated Statements of Operations. In addition, segment assets reviewed by the CODM are reported on the Company’s Condensed Consolidated Balance Sheets as total assets.
The accounting policies of the Company’s reportable segment are the same as those of the Company.
The following presents a reconciliation to the Company’s net income (loss) as reported in the Condensed Consolidated Statements of Operations and includes segment revenues, significant segment expenses that are regularly provided to or easily computed from information regularly provided to the CODM, other segment expenses, and adjustments to reconcile to net income (loss).
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | ||
| Total segment revenue | $ | 1,267,491 | $ | 1,189,672 |
| Less significant segment expenses: | ||||
| Customer service costs(1) | 106,390 | 103,226 | ||
| Maintenance costs(1) | 51,460 | 51,487 | ||
| Security installation, product, and other costs | 82,272 | 39,592 | ||
| Selling costs, including commissions(2) | 46,124 | 51,816 | ||
| Amortization of deferred subscriber acquisition costs(2) | 60,358 | 54,605 | ||
| Advertising costs(2) | 18,514 | 24,498 | ||
| Provision for credit losses(2) | 50,479 | 33,744 | ||
| Other general and administrative costs(2) | 167,539 | 181,775 | ||
| Share-based compensation(2) | 20,521 | 8,075 | ||
| Depreciation and intangible asset amortization | 339,517 | 333,002 | ||
| Interest expense | 123,170 | 91,599 | ||
| Income tax expense (benefit) | 51,032 | 56,430 | ||
| Total significant segment expenses | 1,117,376 | 1,029,849 | ||
| Less other segment items(3): | ||||
| Other items in SG&A(2) | 5,065 | 15,703 | ||
| Other, net | 2,573 | (19,771) | ||
| Total other segment items | 7,638 | (4,068) | ||
| Reconciliation of profit or loss: | ||||
| (Income) loss from discontinued operations, net of tax(4) | 2,231 | 72,340 | ||
| Net income (loss) | $ | 140,246 | $ | 91,551 |
________________
(1)Included in monitoring and related services cost of revenue in the Condensed Consolidated Statements of Operations.
(2)Included in SG&A in the Condensed Consolidated Statements of Operations.
(3)Other segment items generally include other income and expenses, interest income, as well as certain other items included in SG&A that are not considered significant segment expenses. Interest income is not material for the periods presented.
(4)Represents activity related to the Commercial and Solar Businesses (as applicable during the periods), which are presented as discontinued operations.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
4. DIVESTITURES
ADT Solar Exit
As discussed in Note 1 “Description of Business and Summary of Significant Accounting Policies,” the Solar Business is presented as a discontinued operation in the Company’s Condensed Consolidated Statements of Operations and Condensed Consolidated Balance Sheets for all periods presented.
During the three months ended March 31, 2025, exit charges incurred and paid were not material.
During the three months ended March 31, 2024, the Company incurred aggregate exit charges of $75 million, which have been recognized within income (loss) from discontinued operations, net of tax related to (i) $35 million, associated with the write-down and disposition of inventory and asset impairments, (ii) $19 million, associated with the disposition of the existing installation pipeline, (iii) $11 million, associated with employee separation costs, and (iv) $10 million, associated with contract termination and other charges.
During the three months ended March 31, 2024, the Company paid approximately $11 million associated with the ADT Solar Exit primarily related to employee separation and other restructuring costs.
The following reconciliations represent the major classes of line items of the Solar Business presented within discontinued operations. Cash flows related to discontinued operations were not significant during the three months ended March 31, 2025 and March 31, 2024.
Balance Sheet Information
There were no material assets of discontinued operations as of March 31, 2025 and December 31, 2024.
| (in thousands) | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Liabilities | ||||
| Current maturities of long-term debt | $ | — | $ | 22 |
| Accounts payable | 5,777 | 6,953 | ||
| Accrued expenses and other current liabilities | 25,139 | 24,788 | ||
| Total current liabilities of discontinued operations | 30,916 | 31,763 | ||
| Long-term debt | — | 32 | ||
| Other liabilities | 14,077 | 15,857 | ||
| Total liabilities of discontinued operations | $ | 44,993 | $ | 47,652 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Statements of Operations Information
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | |||
| Revenue | $ | — | $ | 19,639 | |
| Cost of revenue | 1,753 | 41,522 | |||
| Selling, general, and administrative expenses | 1,241 | 73,419 | |||
| Depreciation and intangible asset amortization | 18 | 1,351 | |||
| Other (income) and expense items | 42 | 1,481 | |||
| Income (loss) from discontinued operations before income taxes | (3,054) | (98,134) | |||
| Income tax benefit (expense) | 823 | 25,775 | |||
| Income (loss) from discontinued operations, net of tax | $ | (2,231) | $ | (72,359) |
Commercial Divestiture
During the three months ended March 31, 2025 and March 31, 2024, activity presented in discontinued operations relating to the Commercial Divestiture was not material.
In connection with the Commercial Divestiture, the Company entered into a Transition Services Agreement (the “Commercial TSA”). During the three months ended March 31, 2025, Commercial TSA income was not material. During the three months ended March 31, 2024, the Company recognized $12 million of Commercial TSA income, which is reflected in other income (expense) within continuing operations.
5. GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill
There were no changes in the carrying amounts of goodwill since December 31, 2024.
Other Intangible Assets
| March 31, 2025 | December 31, 2024 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | Gross Carrying<br>Amount | Accumulated<br>Amortization | Net Carrying<br>Amount | Gross Carrying<br>Amount | Accumulated<br>Amortization | Net Carrying<br>Amount | ||||||
| Definite-lived intangible assets: | ||||||||||||
| Contracts and related customer relationships | $ | 6,265,252 | $ | (3,598,992) | $ | 2,666,260 | $ | 6,158,349 | $ | (3,464,926) | $ | 2,693,423 |
| Dealer relationships | 1,518,020 | (717,096) | 800,924 | 1,518,020 | (697,324) | 820,696 | ||||||
| Other | 209,773 | (203,631) | 6,142 | 209,773 | (202,793) | 6,980 | ||||||
| Total definite-lived intangible assets | 7,993,045 | (4,519,719) | 3,473,326 | 7,886,142 | (4,365,043) | 3,521,099 | ||||||
| Indefinite-lived intangible assets: | ||||||||||||
| Trade name | 1,333,000 | — | 1,333,000 | 1,333,000 | — | 1,333,000 | ||||||
| Intangible assets | $ | 9,326,045 | $ | (4,519,719) | $ | 4,806,326 | $ | 9,219,142 | $ | (4,365,043) | $ | 4,854,099 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The change in the net carrying amount of contracts and related customer relationships during the period was as follows:
| (in thousands) | ||
|---|---|---|
| Balance as of December 31, 2024 | $ | 2,693,423 |
| Customer contract additions, net of dealer charge-backs(1) | 106,903 | |
| Amortization | (134,066) | |
| Balance as of March 31, 2025 | $ | 2,666,260 |
________________
(1) The weighted-average amortization period for customer contract additions was approximately 15 years.
Payments for customer contract additions under the Company’s authorized dealer program and from other third parties are reflected as dealer generated customer accounts and bulk account purchases on the Condensed Consolidated Statements of Cash Flows.
Definite-Lived Intangible Asset Amortization Expense
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | |||
| Definite-lived intangible asset amortization expense | $ | 154,676 | $ | 150,898 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
6. DEBT
The Company’s debt is comprised of the following (in thousands):
| Description | Issued | Maturity | Interest Rate(1) | Interest Payable | March 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|---|---|---|---|
| First Lien Term Loan B due 2030 | 10/13/2023 | 10/13/2030 | Term SOFR +2.00% | Quarterly | $ | 1,979,130 | $ | 1,984,090 |
| First Lien Term Loan B-2 due 2032 | 3/7/2025 | 3/7/2032 | Term SOFR +1.75% | Quarterly | 600,000 | — | ||
| First Lien Revolving Credit Facility | 3/16/2018 | 10/1/2029 | Term SOFR +2.00% | Quarterly | 40,000 | — | ||
| First Lien Notes due 2026 | 4/4/2019 | 4/15/2026 | 5.750% | 3/15 and 9/15 | 850,000 | 1,350,000 | ||
| First Lien Notes due 2027 | 8/20/2020 | 8/31/2027 | 3.375% | 6/15 and 12/15 | 1,000,000 | 1,000,000 | ||
| First Lien Notes due 2029 | 7/29/2021 | 8/1/2029 | 4.125% | 2/1 and 8/1 | 1,000,000 | 1,000,000 | ||
| Second Lien Notes due 2028 | 1/28/2020 | 1/15/2028 | 6.250% | 1/15 and 7/15 | 1,300,000 | 1,300,000 | ||
| ADT Notes due 2032 | 5/2/2016 | 7/15/2032 | 4.875% | 1/15 and 7/15 | 728,016 | 728,016 | ||
| ADT Notes due 2042 | 7/5/2012 | 7/15/2042 | 4.875% | 1/15 and 7/15 | 21,896 | 21,896 | ||
| 2020 Receivables Facility(2) | 3/5/2020 | 2/20/2030 | Various | Monthly | 396,194 | 407,901 | ||
| Total debt principal, excluding finance leases | 7,915,236 | 7,791,903 | ||||||
| Finance lease liabilities(3) | 62,806 | 69,442 | ||||||
| Unamortized debt discount, net | (15,756) | (12,081) | ||||||
| Unamortized deferred financing costs | (30,539) | (26,990) | ||||||
| Unamortized purchase accounting fair value adjustment and other | (112,413) | (115,201) | ||||||
| Total debt | 7,819,334 | 7,707,073 | ||||||
| Current maturities of long-term debt, net of unamortized debt discount | (206,632) | (195,791) | ||||||
| Long-term debt | $ | 7,612,702 | $ | 7,511,282 |
_________________
(1) Interest rate as of March 31, 2025. Interest on the 2020 Receivables Facility is primarily based on the Secured Overnight Financing Rate (“SOFR”) +0.95% and Lender Cost of Funds (“COF”) +0.85%.
(2) Maturity date for the 2020 Receivables Facility represents the final maturity date of current loans borrowed under the facility.
(3) Refer to Note 13 “Leases” for additional information regarding the Company’s finance leases.
As of March 31, 2025, the Company was in compliance with all financial covenant and other maintenance tests for all of its debt obligations.
First Lien Credit Agreement
The Company’s first lien credit agreement, dated as of July 1, 2015 (together with subsequent amendments and restatements, the “First Lien Credit Agreement”), consists of term loans (the “First Lien Term Loan B due 2030” and “First Lien Term Loan B-2 due 2032”) and the First Lien Revolving Credit Facility.
During the three months ended March 31, 2025, the Company borrowed $40 million under the First Lien Revolving Credit Facility; and as of March 31, 2025, the available borrowing capacity was $760 million.
During the three months ended March 31, 2024, the Company borrowed $95 million and repaid $45 million under the First Lien Revolving Credit Facility.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Significant activity since December 31, 2024 is as follows:
•March 2025 - The Company amended and restated the First Lien Credit Agreement, which provided for the issuance of a new $600 million first lien seven-year term loan facility (the “First Lien Term Loan B-2 due 2032”) due March 7, 2032 (subject to a springing maturity of 91 days prior to the maturity date of certain long-term indebtedness of Prime Security Services Borrower, LLC and its subsidiaries if, on such date, the aggregate principal amount of such indebtedness equals or exceeds $1 billion). Loans under the First Lien Term Loan B-2 due 2032 are treated as a separate class from the existing loans under the First Lien Term Loan due 2030. The First Lien Term Loan B-2 due 2032 requires scheduled quarterly amortization payments, commencing on June 30, 2025, equal to 0.25% of the original principal amount of the First Lien Term Loan B-2 due 2032, with the remaining balance payable at maturity. Debt issuance costs were not material. The Company may make voluntary prepayments on the First Lien Term Loan B-2 due 2032 at any time prior to maturity at par, however, such prepayment will be subject to a 1.00% prepayment premium in the event of certain specified refinancing events during the first six months after March 7, 2025.
Other than as described above, the term loans under the amended and restated First Lien Credit Agreement continue to have the same terms as provided under the existing First Lien Credit Agreement, and the parties to the amended and restated First Lien Credit Agreement continue to have the same obligations set forth in the existing First Lien Credit Agreement.
Subsequent event - As of April 24, 2025, there were no amounts outstanding under the First Lien Revolving Credit Facility.
First Lien Notes due 2026 Partial Redemption
Significant activity since December 31, 2024 is as follows:
•March 2025 - The Company redeemed $500 million of the First Lien Notes due 2026, excluding accrued and unpaid interest, for a total redemption price of $506 million, which includes a make-whole payment, using proceeds from the Company’s issuance of the First Lien Term Loan B-2 due 2032. Loss on extinguishment of debt was not material.
2020 Receivables Facility
Under the 2020 Receivables Facility, the Company obtains financing by selling or contributing certain RICs to the Company’s wholly-owned consolidated bankruptcy-remote special purpose entity (the “SPE”), which then grants a security interest in those RICs as collateral for cash borrowings.
Significant activity since December 31, 2024 is as follows:
•March 2025 - The Company amended the agreement governing the 2020 Receivables Facility to extend the uncommitted revolving period to March 2026, reduce the interest rate on outstanding borrowings, and increase the advance rate on pledged collateral.
Additionally, during the first quarter of 2025, the Company voluntarily prepaid $23 million of the remaining balance.
As of March 31, 2025, the Company had an uncommitted available borrowing capacity under the 2020 Receivables Facility of approximately $154 million.
Variable Interest Entity
The SPE meets the definition of a variable interest entity for which the Company is the primary beneficiary as it has the power to direct the SPE’s activities and the obligation to absorb losses or the right to receive benefits of the SPE. As such, the Company consolidates the SPE’s assets, liabilities, and financial results of operations.
The SPE’s assets and liabilities primarily consist of a portion of the Company’s unbilled RICs, net, as discussed in Note 2 “Revenue and Receivables,” and borrowings under the 2020 Receivables Facility, as presented above.
The impact to the Condensed Consolidated Statements of Operations from the 2020 Receivables Facility was primarily due to the allowance for credit losses and interest expense.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
7. DERIVATIVE FINANCIAL INSTRUMENTS
The Company's derivative financial instruments primarily consist of interest rate swap contracts, which were entered into with the objective of managing exposure to variability in interest rates on the Company's debt. SOFR is the applicable benchmark for all of the Company's interest rate swap contracts. All interest rate swap contracts are reported in the Condensed Consolidated Balance Sheets at fair value.
For interest rate swap contracts that are:
•Not designated as cash flow hedges: Unrealized gains and losses are recognized in interest expense, net, and other income (expense) depending on the nature of the underlying that the swaps are economically hedging.
•Designated as cash flow hedges: Unrealized gains and losses are recognized as a component of accumulated other comprehensive income (loss) (“AOCI”) and are reclassified into interest expense, net, in the same period in which the related interest on debt affects earnings.
For interest rate swap contracts that have been de-designated as cash flow hedges and for which forecasted cash flows are:
•Probable or reasonably possible of occurring: Unrealized gains and losses previously recognized as a component of AOCI are reclassified into interest expense, net, in the same period in which the related interest on variable-rate debt affects earnings through the original maturity date of the related interest rate swap contracts.
•Probable of not occurring: Unrealized gains and losses previously recognized as a component of AOCI are immediately reclassified into interest expense, net.
The cash flows associated with interest rate swap contracts that were entered into with the intention of offsetting the economic overhedged position of a portion of the Company’s existing interest rate swaps are reflected as cash flows from investing activities.
The cash flows associated with interest rate swap contracts that included an other-than-insignificant financing element at inception are reflected as cash flows from financing activities.
The Company’s interest rate swaps as of March 31, 2025 and December 31, 2024, consisted of the following:
| Execution | Maturity | Designation | Notional Amount<br><br>(in thousands) | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| October 2019 | September 2026 | Not designated | $ | 2,800,000 | ||||||
| March 2023 | March 2028 | Not designated | 100,000 | |||||||
| April 2023 | March 2028 | Not designated | 200,000 | |||||||
| December 2023 | September 2026 | Not designated | 700,000 | |||||||
| Total notional amount | $ | 3,800,000 | Balance Sheet Classification (in thousands) | March 31, 2025 | December 31, 2024 | |||||
| --- | --- | --- | --- | --- | ||||||
| Prepaid expenses and other current assets | $ | 51,228 | $ | 56,164 | ||||||
| Other assets | 33,096 | 54,102 | ||||||||
| Accrued expenses and other current liabilities | (773) | (1,466) | ||||||||
| Other liabilities | — | (208) | ||||||||
| Fair value of interest rate swaps - net asset (liability) | $ | 83,551 | $ | 108,592 | Three Months Ended March 31, | |||||
| --- | --- | --- | --- | |||||||
| Unrealized Gains (Losses) Classification (in thousands) | 2025 | 2024 | ||||||||
| Interest expense, net | $ | (21,009) | $ | 16,747 | ||||||
| Other income (expense) | $ | (4,032) | $ | (6,601) |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| Cash Flow Hedges Reclassifications out of AOCI (in thousands) | 2025 | 2024 | |||
| Interest expense, net | $ | 1,786 | $ | 2,129 | |
| Income tax (benefit) expense | $ | (432) | $ | (512) |
As of March 31, 2025 and December 31, 2024, AOCI, net of tax, related to previously designated cash flow hedges was not material.
8. INCOME TAXES
Unrecognized Tax Benefits
The Company’s unrecognized tax benefits relate to tax years that remain subject to audit by the taxing authorities in the U.S. federal, state and local, and foreign jurisdictions. During the three months ended March 31, 2025, the Company did not have a material change to its unrecognized tax benefits from those disclosed in the 2024 Annual Report. Based on the current tax statutes and current status of its income tax audits, the Company does not expect unrecognized tax benefits to change significantly in the next twelve months.
Effective Tax Rate
The effective tax rate can vary from period to period due to permanent tax adjustments, discrete items such as the settlement of income tax audits and changes in tax laws, as well as recurring factors such as changes in the overall state tax rate. The discussion below is based on the continuing operations of the Company.
The Company’s income tax expense for the three months ended March 31, 2025 was $51 million, resulting in an effective tax rate for the period of 26.4%. The effective tax rate primarily represents the federal statutory rate of 21.0%, and a state tax rate, net of federal benefits, of 5.6%.
The Company’s income tax expense for the three months ended March 31, 2024 was $56 million, resulting in an effective tax rate for the period of 25.6%. The effective tax rate primarily represents the federal statutory tax rate of 21.0%, and a state tax rate, net of federal benefits, of 5.4%, partially offset by a favorable impact from a decrease in unrecognized tax benefits of 1.2%.
9. EQUITY
Common Stock and Class B Common Stock
The Company has two classes of common stock, which comprises Common Stock and Class B Common Stock.
Share Issuances
During the three months ended March 31, 2025, shares issued resulted from the vesting of restricted stock units (“RSUs”) and stock option exercises related to fully vested share-based compensation awards as presented on the Condensed Consolidated Statements of Stockholders’ Equity.
Share Repurchases
2024 Share Repurchase Plan
In January 2024, the Company's Board of Directors announced a share repurchase plan (the “2024 Share Repurchase Plan”), pursuant to which the Company was authorized to repurchase, through January 29, 2025, up to a maximum aggregate amount of $350 million of shares of the Company's Common Stock.
In March 2024, the Company repurchased, and subsequently retired, 15 million shares of its Common Stock under the 2024 Share Repurchase Plan for $93 million (or $6.22 per share) in connection with a secondary offering of the Company’s Common Stock by Apollo. Refer to Note 14 “Related Party Transactions” for further information.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
In addition, the Company entered into an agreement in December 2024 to repurchase 15 million shares of Common Stock from a non-affiliate individual at a price per share of $6.95 for a total of $104 million under the 2024 Share Repurchase Plan. The transaction settled in January 2025, and the Company retired the shares.
The 2024 Share Repurchase Plan expired in January 2025 with $5 million authorized repurchases remaining.
2025 Share Repurchase Plan
In February 2025, the Company's Board of Directors announced a new share repurchase plan (the “2025 Share Repurchase Plan”), pursuant to which the Company is authorized to repurchase, through April 30, 2026, up to a maximum aggregate amount of $500 million of shares of the Company's Common Stock.
The 2025 Share Repurchase Plan allows the Company to purchase Common Stock, from time to time, in one or more open market or privately negotiated transactions, including pursuant to Rule 10b5-1 or Rule 10b-18 of the Exchange Act, or pursuant to one or more accelerated share repurchase agreements, subject to certain requirements and other factors. The Company is not obligated to repurchase any of its shares of Common Stock, and the timing and amount of any repurchases will depend on legal requirements, market conditions, stock price, the availability of the safe harbor provided by Rule 10b-18 under the Exchange Act, alternative uses of capital, and other factors.
In March 2025, the Company repurchased, and subsequently retired, 20 million shares of its Common Stock under the 2025 Share Repurchase Plan for $152 million (or $7.62 per share) in connection with a secondary offering of the Company’s Common Stock by Apollo. Refer to Note 14 “Related Party Transactions” for further information.
Additionally, in March 2025, the Company repurchased, and subsequently retired, an additional 18 million shares in the open market pursuant to Rule 10b5-1 and Rule 10b-18 of the Exchange Act in multiple transactions for $140 million (or $7.79 per share). As of March 31, 2025, the Company recorded a liability and reduction to additional paid-in capital of $9 million for the repurchase of an additional 1 million shares, which settled in April 2025. This transaction is also considered a non-cash financing activity during the three months ended March 31, 2025.
As of March 31, 2025, the Company had $208 million remaining under the 2025 Share Repurchase Plan.
Subsequent event - In April 2025, the Company repurchased, and subsequently retired, an additional 6 million shares (excluding the shares noted above) in the open market pursuant to Rule 10b5-1 and Rule 10b-18 of the Exchange Act in multiple transactions for a total of $52 million (or $8.04 per share). As a result, the Company has $148 million remaining under the 2025 Share Repurchase Plan.
Dividends
| (in thousands, except per share data) | Common Stock | Class B Common Stock | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Declaration Date | Record Date | Payment Date | Per Share | Aggregate | Per Share | Aggregate | ||||
| Three Months Ended March 31, 2025 | ||||||||||
| 2/27/2025 | 3/13/2025 | 4/3/2025 | $ | 0.055 | $ | 44,175 | $ | 0.055 | $ | 3,011 |
| Three Months Ended March 31, 2024 | ||||||||||
| 1/24/2024 | 3/14/2024 | 4/4/2024 | $ | 0.055 | $ | 47,059 | $ | 0.055 | $ | 3,011 |
Subsequent Event - On April 24, 2025, the Company announced a dividend of $0.055 per share to holders of Common Stock and Class B Common Stock of record on June 12, 2025, which will be paid on July 8, 2025.
Accumulated Other Comprehensive Income (Loss)
During the three months ended March 31, 2025, there were no material reclassifications out of AOCI. Refer to Note 7 “Derivative Financial Instruments” for AOCI reclassifications associated with previously designated cash flow hedges.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
10. SHARE-BASED COMPENSATION
RSUs
During the first quarter of 2025, the Company completed its annual long-term incentive plan equity award to employees and granted approximately 3.4 million RSUs under its 2018 Omnibus Incentive Plan, as amended (the “2018 Plan”), with a grant date fair value of $7.59, which is equal to the closing price per share of the Company’s Common Stock on the date of grant. These RSUs are service-based awards with a three-year graded vesting period from the date of grant.
Options
During the first quarter of 2025, the Company granted approximately 8.3 million options under the 2018 Plan. These options are service-based awards with a three-year graded vesting period from the date of grant and have an exercise price of $7.59, which is equal to the closing price per share of the Company’s Common Stock on the date of grant, and a contractual term of ten years from the grant date. The weighted-average grant date fair value for the options granted during the period was $2.65.
The Company used a binomial lattice model to determine the grant date fair value for options granted and included the following assumptions:
| Expected exercise term (years) | 6 - 7 |
|---|---|
| Expected volatility(1) | 41.7% |
| Expected dividend yield(2) | 2.9% |
| Risk-free interest rate(3) | 4.2% |
_________________
(1) Estimated using historical and implied stock price volatility of the Company.
(2) Calculated by taking the annual dividend run-rate and dividing by the stock price at date of grant.
(3) Based on the U.S. Treasury yield curve.
Other
During the first quarter of 2025, the Company modified certain share-based compensation awards and recorded additional share-based compensation expense of $11 million associated with these modifications.
11. EARNINGS PER SHARE
The Company applies the two-class method for computing and presenting earnings per share for each class of common stock, which allocates current period income (losses) to each class of common stock and participating securities based on dividends declared and participation rights in the remaining undistributed earnings or losses.
Basic earnings per share is computed by dividing the income (losses) allocated to each class of common stock by the related weighted-average number of shares outstanding during the period. Diluted earnings per share gives effect to all securities representing potential common shares that were dilutive and outstanding during the period for each class of common stock and excludes potentially dilutive securities whose effect would have been anti-dilutive.
Common Stock
Potential shares of Common Stock include (i) incremental shares related to the vesting or exercise of share-based compensation awards, warrants, and other options to purchase additional shares of the Company’s Common Stock calculated using the treasury stock method and (ii) incremental shares of Common Stock issuable upon the conversion of Class B Common Stock. Additionally, the basic and diluted earnings per share computations for Common Stock excludes approximately 4 million and 9 million unvested shares for the current and prior periods, respectively, as their vesting is contingent upon achievement of certain performance requirements.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| in thousands, except per share amounts | 2025 | 2024 | |||
| Allocation of income (loss) from continuing operations - basic | $ | 133,446 | $ | 154,086 | |
| Dilutive effect | 3,420 | 3,444 | |||
| Allocation of income (loss) from continuing operations - diluted | $ | 136,866 | $ | 157,530 | |
| Allocation of income (loss) from discontinued operations, net of tax - basic | $ | (2,090) | $ | (68,026) | |
| Dilutive effect | — | — | |||
| Allocation of income (loss) from discontinued operations, net of tax - diluted | $ | (2,090) | $ | (68,026) | |
| Weighted-average shares outstanding - basic | 808,029 | 855,893 | |||
| Dilutive effect(1) | 63,283 | 62,501 | |||
| Weighted-average shares outstanding - diluted | 871,312 | 918,394 | |||
| Income (loss) from continuing operations per share - basic | $ | 0.17 | $ | 0.18 | |
| Income (loss) from continuing operations per share - diluted | $ | 0.16 | $ | 0.17 | |
| Income (loss) from discontinued operations, net of tax, per share - basic | $ | — | $ | (0.08) | |
| Income (loss) from discontinued operations, net of tax, per share - diluted | $ | — | $ | (0.07) |
_________________
(1) During the three months ended March 31, 2025 and March 31, 2024, 19 million and 17 million shares of Common Stock, respectively, that would be dilutive were excluded from the diluted earnings per share calculations because their effects would have been anti-dilutive.
Class B Common Stock
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| in thousands, except per share amounts | 2025 | 2024 | |||
| Allocation of income (loss) from continuing operations - basic | $ | 9,031 | $ | 9,805 | |
| Dilutive effect | (409) | (433) | |||
| Allocation of income (loss) from continuing operations - diluted | $ | 8,622 | $ | 9,372 | |
| Allocation of income (loss) from discontinued operations, net of tax - basic | $ | (141) | $ | (4,314) | |
| Dilutive effect | — | — | |||
| Allocation of income (loss) from discontinued operations, net of tax - diluted | $ | (141) | $ | (4,314) | |
| Weighted-average shares outstanding - basic | 54,745 | 54,745 | |||
| Dilutive effect(1) | — | — | |||
| Weighted-average shares outstanding - diluted | 54,745 | 54,745 | |||
| Income (loss) from continuing operations per share - basic | $ | 0.17 | $ | 0.18 | |
| Income (loss) from continuing operations per share - diluted | $ | 0.16 | $ | 0.17 | |
| Income (loss) from discontinued operations, net of tax, per share - basic | $ | — | $ | (0.08) | |
| Income (loss) from discontinued operations, net of tax, per share - diluted | $ | — | $ | (0.07) |
________________
(1) There were no potential shares of Class B Common Stock during the periods presented.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
12. COMMITMENTS AND CONTINGENCIES
Contractual Obligations
There have been no significant changes to the Company’s contractual obligations as compared to December 31, 2024, except as discussed below:
Google Commercial Agreement
In July 2020, the Company and Google entered into a Master Supply, Distribution, and Marketing Agreement (as amended, the “Google Commercial Agreement”), which, among other things, specifies that each party shall contribute $150 million toward joint marketing, customer acquisition, training of the Company’s employees, and product technology updates related to the Google Devices and Services. In August 2022, the Company and Google executed an amendment to the Google Commercial Agreement, pursuant to which Google has agreed to commit an additional $150 million to fund growth, data and insights, product innovation and technology advancements, customer acquisition, and marketing, as mutually agreed by the Company and Google, (together with the initial amounts, the “Google Success Funds”).
During the three months ended March 31, 2025, $7.5 million of the Google Success Funds were reimbursed to the Company primarily for certain joint marketing and customer acquisition expenses incurred by the Company, substantially all of which was recorded as a reduction to advertising expenses.
Google Cloud Agreement Addendum
In December 2023, the Company and Google entered into an addendum to the Company’s existing agreement with Google for using Google cloud services (the “Google Cloud Agreement Addendum”), pursuant to which Google has agreed to provide certain credits, discounts, and other incentives for use of the Google Cloud Platform to the Company, and the Company has committed to purchasing $200 million of Google Cloud Platform services over seven years (through December 2030), with $35 million in the first two years, $65 million in the next two years after that, and $100 million in the last three years of the commitment. The Company may elect to cancel the commitment in return for a cancellation fee of 30% of the total remaining commitment amount and loss of any discounts, remaining credits, or other incentives provided under the Google Cloud Agreement Addendum.
As of March 31, 2025, the Company continues to work to meet this commitment.
Other Commitments
As of March 31, 2025 and December 31, 2024, the Company was party to an agreement with one of its vendors to purchase at least $370 million of security system equipment and components through December 2025. This commitment is also satisfied through purchases made by the Company’s dealer network.
As of December 31, 2024, the remaining amount under this commitment was $172 million. During the three months ended March 31, 2025, purchases toward this commitment were approximately $46 million.
Guarantees
In the normal course of business, the Company is liable for contract completion and product performance. As of March 31, 2025 and December 31, 2024, the Company’s guarantees primarily relate to standby letters of credit related to its insurance programs and totaled $53 million and $74 million, respectively.
The Company does not believe such obligations will materially affect its financial position, results of operations, or cash flows.
Legal Proceedings
The Company is subject to various claims and lawsuits in the ordinary course of business, which include among other things commercial general liability claims, automobile liability claims, contractual disputes, worker’s compensation claims, labor law and employment claims, claims related to alleged alarm system failures, claims that the Company infringed on the intellectual property of others, and consumer and employment class actions. The Company is also subject to regulatory and governmental examinations, information requests and subpoenas, inquiries, investigations, and threatened legal actions and proceedings. In connection with such formal and informal inquiries, the Company receives numerous requests, subpoenas, and orders for
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
documents, testimony, and information in connection with various aspects of its activities. There have been no material changes to the disclosures in the Company’s 2024 Annual Report.
The Company records accruals for losses that are probable and reasonably estimable. These accruals are based on a variety of factors such as judgment, probability of loss, opinions of internal and external legal counsel, and actuarially determined estimates of claims incurred but not yet reported based upon historical claims experience. Legal costs in connection with claims and lawsuits in the ordinary course of business are expensed as incurred. Additionally, the Company records insurance recovery receivables or other indemnifications from third-parties when recovery has been determined to be probable. The Company has not accrued for any losses for which the likelihood of loss cannot be assessed, is less than probable, or the range of possible loss cannot be estimated.
As of March 31, 2025 and December 31, 2024, the Company’s accrual for ongoing claims and lawsuits within the scope of an insurance program, including certain amounts related to discontinued operations, totaled $88 million and $94 million, respectively. The Company’s accrual related to ongoing claims and lawsuits not within the scope of an insurance program is not material.
13. LEASES
Company as Lessee
As part of normal operations, the Company leases real estate, vehicles, and equipment primarily through its main operating entity and wholly-owned subsidiary, ADT LLC.
Right-of-Use Assets and Lease Liabilities
| (in thousands) | March 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|---|
| Presentation and Classification: | ||||||
| Operating | Current | Prepaid expenses and other current assets | $ | 103 | $ | 80 |
| Operating | Non-current | Other assets | 78,514 | 80,768 | ||
| Finance | Non-current | Property and equipment, net(1) | 55,091 | 61,827 | ||
| Total right-of-use assets | $ | 133,708 | $ | 142,675 | ||
| Operating | Current | Accrued expenses and other current liabilities | $ | 18,659 | $ | 18,811 |
| Finance | Current | Current maturities of long-term debt | 24,135 | 25,593 | ||
| Operating | Non-current | Other liabilities | 75,330 | 77,884 | ||
| Finance | Non-current | Long-term debt | 38,671 | 43,849 | ||
| Total lease liabilities | $ | 156,795 | $ | 166,137 |
_________________
(1)Finance lease right-of-use assets are recorded net of accumulated depreciation, which was approximately $72 million and $66 million as of March 31, 2025 and December 31, 2024, respectively.
Lease Cost
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | |||
| Operating lease cost | $ | 6,317 | $ | 6,869 | |
| Finance lease cost: | |||||
| Amortization of right-of-use assets | 5,367 | 4,389 | |||
| Interest on lease liabilities | 930 | 1,083 | |||
| Variable lease costs | 9,911 | 6,855 | |||
| Total lease cost | $ | 22,525 | $ | 19,196 |
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Lease Liabilities Arising from Obtaining Right-of-Use Assets(1)
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | ||
| Operating leases | $ | 2,182 | $ | 3,061 |
| Finance leases | $ | 979 | $ | 10,403 |
_________________
(1)Includes both continuing and discontinued operations, as applicable.
Company as Lessor
The Company is a lessor in certain Company-owned transactions as the Company has identified a lease component associated with the right-of-use of the security system and a non-lease component associated with the monitoring and related services.
For transactions in which (i) the timing and pattern of transfer is the same for the lease and non-lease components and (ii) the lease component would be classified as an operating lease if accounted for separately, the Company applies the practical expedient to aggregate the lease and non-lease components and accounts for the combined transaction based upon its predominant characteristic, which is the non-lease component. The Company accounts for the combined component as a single performance obligation under the applicable revenue guidance and recognizes the underlying assets within subscriber system assets, net.
14. RELATED PARTY TRANSACTIONS
The Company’s related party transactions primarily relate to products and services received from, or monitoring and related services provided to, other entities affiliated with Apollo, and, from time to time, certain transactions between the Company and Apollo and State Farm. There were no notable related party transactions during the periods presented other than as described below.
Apollo
Offering and Share Repurchase
On March 3, 2025, the Company and certain entities managed by affiliates of Apollo Global Management, Inc. (the “Selling Stockholders”) entered into an underwriting agreement (the “March 2025 Underwriting Agreement”) with Barclays Capital Inc. and Citigroup Capital Markets Inc., as representatives of the underwriters named therein, including Apollo Global Securities, LLC, an affiliate of Apollo (collectively, the “March 2025 Underwriters”), in connection with the offer and sale by the Selling Stockholders of 70 million shares of the Company’s Common Stock (the “March 2025 Offering”), and, at the option of the March 2025 Underwriters, up to an additional 10.5 million shares of Common Stock (the “March 2025 Underwriters’ Option”).
As part of the March 2025 Offering, the Company repurchased, and subsequently retired, 20 million shares of its Common Stock under its 2025 Share Repurchase Plan from the March 2025 Underwriters (the “March 2025 Share Repurchase”) for an aggregate purchase price of $152 million (or approximately $7.62 per share), which was the same per share price paid by the March 2025 Underwriters to the Selling Stockholders. The repurchase is reflected as a reduction to additional paid-in-capital and as a financing cash outflow.
The March 2025 Offering and the March 2025 Share Repurchase closed on March 4, 2025. On March 7, 2025, the March 2025 Underwriters exercised the March 2025 Underwriters’ Option in full, which subsequently closed on March 11, 2025.
During the three months ended March 31, 2024, the Selling Stockholders sold 65 million shares of the Company’s Common Stock (plus an additional 9.75 million shares at the option of the underwriters) (the “March 2024 Offering”). In connection with the March 2024 Offering, the Company repurchased, and subsequently retired, 15 million shares of its Common Stock under the 2024 Share Repurchase Plan for an aggregate purchase price of $93 million (or approximately $6.22 per share).
The shares in the above offerings were sold by the Selling Stockholders; and the Company did not receive any of the proceeds from the sale of shares by the Selling Stockholders. In addition, the Company did not pay any underwriting fees, including on behalf of the Selling Stockholders or otherwise.
ADT INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Other
During the three months ended March 31, 2025 and 2024, other fees incurred to Apollo were not material.
State Farm
State Farm owns more than 10% of the Company’s issued and outstanding common stock, and as a result, is a related party.
In October 2022, the Company, ADT LLC (an indirect wholly owned subsidiary of the Company), and State Farm entered into a development agreement (the “State Farm Development Agreement”) in connection with State Farm’s strategic investment in ADT. Pursuant to the State Farm Development Agreement, State Farm committed up to $300 million to fund certain initiatives as agreed to between the Company and State Farm related to the partnership (the “Opportunity Fund”), of which the Company has received $100 million. Amounts held by the Company in the Opportunity Fund are restricted until the Company uses the funds, as agreed upon with State Farm, in accordance with the State Farm Development Agreement.
As of March 31, 2025 and December 31, 2024, the balance in the portion of the Opportunity Fund held by the Company was $83 million and $85 million, respectively, which is presented in restricted cash and restricted cash equivalents and accrued expenses and other current liabilities.
During the three months ended March 31, 2025 and 2024, the Company made payments from the Opportunity Fund of $2 million and $3 million, respectively. Interest earned on the Opportunity Fund was not material.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Table of Contents
•Introduction
•Business and Basis of Presentation
•Factors Affecting Operating Results
•Key Performance Indicators
•Results of Operations
•Non-GAAP Measures
•Liquidity and Capital Resources
•Critical Accounting Estimates
•Cautionary Statements Regarding Forward-Looking Statements
INTRODUCTION
The following section contains forward-looking statements about our business, operations, and financial performance based on current plans and estimates that involve risks, uncertainties, and assumptions, which could differ materially from actual results. Factors that could cause such differences are discussed in the sections of this Quarterly Report on Form 10-Q titled “Cautionary Statements Regarding Forward-Looking Statements” and Item 1A “Risk Factors.”
The discussion and analysis below focuses on significant or material items to the Company. To obtain a more comprehensive understanding of our financial condition, changes in financial condition, and results of operations, the following discussion and analysis should be read in conjunction with our condensed consolidated financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q, as well as our audited consolidated financial statements and the related notes included in our 2024 Annual Report.
BUSINESS AND BASIS OF PRESENTATION
Our Business
ADT (or “we,” “our,” and “us”), provides security, interactive, and smart home solutions to consumer and small business customers in the U.S.
Our mission is to empower people to protect and connect what matters most with safe, smart, and sustainable solutions, delivered through innovative offerings, unrivaled safety, and a premium experience because we believe that everyone deserves to feel safe.
Basis of Presentation
We report our results as a single operating and reportable segment. All financial information presented in this section has been prepared in U.S. dollars in accordance with GAAP, excluding any non-GAAP measures, and includes the accounts of ADT Inc. and its wholly-owned subsidiaries. All intercompany transactions have been eliminated.
Results of our former Solar and Commercial businesses are presented within discontinued operations for current and historical periods, as applicable.
FACTORS AFFECTING OPERATING RESULTS
The factors described herein could have a material effect on our business, financial condition, results of operations, cash flows, and key performance indicators. Unless otherwise noted, our results of operations discussed below relate to continuing operations.
As of March 31, 2025, we served approximately 6.4 million security monitoring service subscribers. Generally, a significant upfront investment is required to acquire new subscribers that in turn provide ongoing and predictable recurring revenue generated from our monitoring services and other subscriber-based offerings. Although the economics of an installation may vary depending on the customer type, acquisition channel, and product offering, we generally achieve revenue break-even in approximately two years.
Our results are impacted by the mix of transactions accounted for under a Company-owned equipment model versus a customer-owned equipment model (referred to as outright sales), as there are different accounting treatments applicable to each model. Historically, the majority of professional installation transactions took place under a Company-owned model. However, beginning in the second quarter of 2024, a growing number of our direct channel new customer adds are outright sales in connection with the national launch of our new ADT+ platform. We expect outright sales to be an increasing proportion of our transactions as we continue to roll out ADT+, build our partnership with Google, introduce new or enhance our current offerings, and refine our go-to-market approach.
In addition, the mix, price, and type of offerings sold may impact our results. For example, the volume of self set-up solutions may impact our results in future periods, as these solutions typically earn lower contractual fees than our professional installation solutions as a result of differences in pricing, offer tactics, and level of services in each channel.
New customer additions and customer attrition have a direct impact on our financial results, including revenue, operating income, and cash flows. A portion of our recurring customer base can be expected to cancel its service each year for a variety of reasons, including relocation, cost, loss to competition, or service issues. Relocations are sensitive to changes in the residential housing market, and fewer relocations generally lead to improvements in gross customer revenue attrition, but fewer new customer additions. Additionally, non-payment disconnects generally increase in a weaker macroeconomic environment. We may experience fluctuations in these or other trends in the future as changes in the general macroeconomic environment or housing market develop.
We may experience an increase in costs associated with factors such as (i) offering a wider variety of products and services; (ii) providing a greater mix of interactive and smart home solutions; (iii) replacing or upgrading certain system components or technology due to technological advancements, cybersecurity upgrades, or otherwise; (iv) supply chain disruptions or other impacts such as tariffs or trade restrictions; (v) inflationary pressures on costs such as materials, labor, and fuel; and (vi) other changes in prices, interest rates, or terms from our suppliers, vendors, or third-party lenders.
We are currently monitoring, and will continue to monitor, macroeconomic trends and uncertainties such as key components of inflation, the status and effects of recently implemented or threatened tariffs and other trade restrictions, as well as potential changes to these tariffs or the imposition of reciprocal or other tariffs or trade restrictions by other countries. Any of these may have negative consequences for our supply chain due to price increases from our vendors or suppliers. At this time, we do not anticipate material negative impacts that cannot be mitigated through arrangements with our vendors and suppliers, price increases to our customers, or other actions but there is no guarantee that we will be able to successfully mitigate the negative effects of any such macroeconomic trends and uncertainties. We are also unable at this time to determine any future negative impacts from reduced consumer spending as a result of inflationary or other pressures or uncertainty that may result from the imposition of current or future tariffs or other trade restrictions.
As part of our response to changes or pressures in the current macroeconomic environment, we have been evaluating, and continue to evaluate, cost-saving opportunities such as leveraging technology, reducing headcount or our physical facilities footprint when appropriate, and reducing non-essential spend. While we have experienced some increase in costs as a result of inflation, we have, for the most part, been able to offset the rising costs through cost-saving opportunities, as well as price increases to our customers.
In addition, hurricanes, wildfires, and other natural disasters impacting certain areas in which we operate may result in service, sales, and installation disruptions to certain of our customers. As such, we evaluate the financial and business impacts these events have or may have in the future. During the three months ended March 31, 2025, we did not experience any material losses related to natural disasters.
Other Tax Matters
In connection with the March 2025 Apollo secondary offering (as discussed in Note 14 “Related Party Transactions”) and our share repurchase program, an ownership change (as defined under Sections 382 and 383 of the IRC) may occur during 2025. An ownership change imposes annual limitations on a corporation’s ability to utilize its tax attributes to offset future U.S. taxable income. Generally, an ownership change (as defined under Sections 382 and 383 of the IRC) occurs when the aggregate ownership of certain shareholders increases by more than 50 percentage points in total over a rolling three-year period.
Based on our analysis, we do not anticipate that a potential ownership change in 2025 will have a material adverse effect on our 2025 financial statements. However, future adverse impacts may arise due to the limitations associated with an ownership change occurring in the current year.
KEY PERFORMANCE INDICATORS
We evaluate our results using certain key performance indicators, including operating metrics such as recurring monthly revenue and gross customer revenue attrition, as well as the non-GAAP measures Adjusted Earnings per Share (“Adjusted EPS”) and Adjusted EBITDA, both from continuing operations.
Computations of our key performance indicators may not be comparable to other similarly titled measures reported by other companies.
Certain operating metrics are approximated, as there may be variations to reported results due to certain adjustments we might make in connection with the integration over several periods of acquired companies that calculated these metrics differently or periodic reassessments and refinements in the ordinary course of business, including changes due to system conversions or historical methodology differences in legacy systems.
End-of-Period Recurring Monthly Revenue (“RMR”)
RMR is generated by contractual recurring fees for monitoring and other recurring services provided to our customers, including contracts monitored but not owned.
We use RMR to evaluate our overall sales, installation, and retention performance. Additionally, we believe the presentation of RMR is useful to investors because it measures the volume of revenue under contract at a given point in time, which is useful for forecasting future revenue performance as the majority of our revenue comes from recurring sources.
Gross Customer Revenue Attrition
Gross customer revenue attrition is defined as RMR lost as a result of customer attrition, net of dealer charge-backs and reinstated customers, excluding contracts monitored but not owned and self set-up/DIY customers. Customer sites are considered canceled when all services are terminated. Dealer charge-backs represent customer cancellations charged back to the dealers because the customer canceled service during the charge-back period, which is generally thirteen months.
Gross customer revenue attrition is calculated on a trailing twelve-month basis, the numerator of which is the RMR lost during the period due to attrition, net of dealer charge-backs and reinstated customers, and the denominator of which is total annualized RMR based on an average of RMR under contract at the beginning of each month during the period, in each case, excluding contracts monitored but not owned and self set-up/DIY customers.
We use gross customer revenue attrition to evaluate our retention and customer satisfaction performance, as well as evaluate subscriber trends by vintage year. Additionally, we believe the presentation of gross customer revenue attrition is useful to investors as it provides a means to evaluate drivers of customer attrition and the impact of retention initiatives.
Adjusted EPS
Adjusted EPS is a non-GAAP measure. Our definition of Adjusted EPS, a reconciliation of Adjusted EPS to diluted income (loss) from continuing operations per share (the most comparable GAAP measure), and additional information, including a description of the limitations relating to the use of Adjusted EPS, are provided under “Results of Operations—Non-GAAP Measures.”
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP measure. Our definition of Adjusted EBITDA, a reconciliation of Adjusted EBITDA to income (loss) from continuing operations (the most comparable GAAP measure), and additional information, including a description of the limitations relating to the use of Adjusted EBITDA, are provided under “Results of Operations—Non-GAAP Measures.”
RESULTS OF OPERATIONS
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| (in thousands, except per share data or as otherwise indicated) | 2025 | 2024 | Change | |||
| Revenue: | ||||||
| Monitoring and related services | $ | 1,083,104 | $ | 1,062,652 | ||
| Security installation, product, and other | 184,387 | 127,020 | 57,367 | |||
| Total revenue | 1,267,491 | 1,189,672 | 77,819 | |||
| Cost of revenue (exclusive of depreciation and amortization shown separately below): | ||||||
| Monitoring and related services | 157,850 | 154,713 | 3,137 | |||
| Security installation, product, and other | 82,272 | 39,592 | 42,680 | |||
| Total cost of revenue | 240,122 | 194,305 | 45,817 | |||
| Selling, general, and administrative expenses | 368,600 | 370,216 | (1,616) | |||
| Depreciation and intangible asset amortization | 339,517 | 333,002 | 6,515 | |||
| Operating income (loss) | 319,252 | 292,149 | 27,103 | |||
| Interest expense, net | (120,879) | (87,450) | (33,429) | |||
| Other income (expense) | (4,864) | 15,622 | (20,486) | |||
| Income (loss) from continuing operations before income taxes | 193,509 | 220,321 | (26,812) | |||
| Income tax benefit (expense) | (51,032) | (56,430) | 5,398 | |||
| Income (loss) from continuing operations | 142,477 | 163,891 | (21,414) | |||
| Income (loss) from discontinued operations, net of tax | (2,231) | (72,340) | 70,109 | |||
| Net income (loss) | $ | 140,246 | $ | 91,551 | ||
| Diluted income (loss) from continuing operations per share of Common Stock | $ | 0.16 | $ | 0.17 | ||
| Diluted weighted-average shares outstanding of Common Stock | 871,312 | 918,394 | (47,082) | |||
| Key Performance Indicators:(1) | ||||||
| RMR | $ | 359,534 | $ | 353,274 | ||
| Gross customer revenue attrition (percent) | 12.6% | 13.1% | N/A* | |||
| Adjusted EPS(2) | $ | 0.21 | $ | 0.19 | ||
| Adjusted EBITDA(2) | $ | 660,801 | $ | 637,691 |
All values are in US Dollars. _______________________
(1)Refer to the “—Key Performance Indicators” section for the definitions of these key performance indicators.
(2)Refer to the “—Non-GAAP Measures” section for the definitions of these non-GAAP measures and reconciliations to the most comparable GAAP measures.
* Not applicable.
Revenue
The three months ended March 31, 2025, as compared to the prior year period, primarily reflects:
•Monitoring and related services revenue (“M&S Revenue”): higher recurring revenue of $16 million primarily driven by an increase in average prices, partially offset by lower volume.
•Security installation, product, and other revenue: higher installation revenue of $52 million primarily driven by a higher mix of professionally installed systems under the outright sales model at higher average prices in connection with the transition to our ADT+ platform.
The increase in RMR, as compared to the prior year period, was primarily driven by an increase in average prices on new and existing subscribers, partially offset by lower volume.
Gross customer revenue attrition, as compared to the prior year period, decreased due to a reduction in voluntary and other disconnects partially offset by higher non-payment disconnects.
Cost of Revenue
The three months ended March 31, 2025, as compared to the prior year period, primarily reflects:
•Monitoring and related services costs (“M&S Costs”): an increase in customer service costs of $3 million, primarily due to higher interactive fees partially offset by lower maintenance costs.
•Security installation, product, and other costs: an increase in installation and product costs of $43 million primarily due to a higher mix of professionally installed outright sales transactions.
Selling, General, and Administrative Expenses
The three months ended March 31, 2025, as compared to the prior year period, was flat and primarily reflects:
•a decrease in general and administrative costs of $16 million primarily as a result of cost savings initiatives and
•a decrease in advertising costs of $6 million as a result of lower media spend, partially offset by
•an increase in the allowance for credit losses of $17 million primarily as a result of an increase in revenue and customer delinquencies and
•an increase in share-based compensation of $12 million due to the modification of certain awards.
Depreciation and Intangible Asset Amortization
The three months ended March 31, 2025, as compared to the prior year period, primarily reflects an increase in the amortization of acquired customer contracts of $4 million.
Interest Expense, Net
The three months ended March 31, 2025, as compared to the prior year period, primarily reflects an unrealized loss on our interest rate swaps of $21 million in the current year compared to an unrealized gain of $17 million in the prior year.
Other Income (Expense)
The three months ended March 31, 2025, as compared to the prior year period, primarily reflects lower Commercial TSA income of $11 million, as well as a loss on extinguishment of debt of $6 million in the current year.
Income Tax Benefit (Expense)
During the three months ended March 31, 2025, income tax expense was $51 million, resulting in an effective tax rate for the period of 26.4%. The effective tax rate primarily represents the federal statutory tax rate of 21.0% and a state tax rate, net of federal benefits, of 5.6%.
During the three months ended March 31, 2024, income tax expense was $56 million, resulting in an effective tax rate for the period of 25.6%. The effective tax rate primarily represents the federal statutory tax rate of 21.0%, and a state tax rate, net of federal benefits, of 5.4%, partially offset by a favorable impact from a decrease in unrecognized tax benefits of 1.2%.
NON-GAAP MEASURES
To provide investors with additional information in connection with our results as determined in accordance with GAAP, we disclose the following non-GAAP measures. These measures are not financial measures calculated in accordance with GAAP, and should not be considered as a substitute for net income, income (loss) from continuing operations, operating income, or their respective per share amounts as applicable, or any other measure calculated in accordance with GAAP, and may not be comparable to similarly titled measures reported by other companies.
Adjusted EPS
We define Adjusted EPS as diluted income (loss) from continuing operations per share adjusted for the per share amounts related to (i) share-based compensation expense; (ii) merger, restructuring, integration, and other items; (iii) impairment
charges; (iv) unrealized (gains) or losses on interest rate swaps; (v) other non-cash or non-routine adjustments not necessary to operate our business; and (vi) the impact these items have on taxes.
The diluted weighted average shares outstanding used in Adjusted EPS is equal to diluted weighted average shares outstanding of Common Stock calculated in accordance with GAAP.
We believe Adjusted EPS is a benchmark used by analysts and investors in our industry to compare our performance against the performance of other companies, although this measure may not be directly comparable to similar measures reported by other companies. We believe the presentation of Adjusted EPS is useful to investors as it provides additional information about how our management evaluates the business. Beginning in 2025, management and the Board also use Adjusted EPS to evaluate the performance of employees (including members of management) and the Company as a whole, as well as to allocate resources.
There are material limitations to using Adjusted EPS as it does not include certain significant items, including the adjustments discussed above, which directly affect our diluted income (loss) from continuing operations per share (the most comparable GAAP measure). These limitations are best addressed by considering the economic effects of the excluded items independently and by considering Adjusted EPS in conjunction with diluted income (loss) from continuing operations per share as calculated in accordance with GAAP.
The table below reconciles Adjusted EPS to diluted income (loss) from continuing operations per share of Common Stock:
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | ||||
| Diluted income (loss) from continuing operations per share of Common Stock | $ | 0.16 | $ | 0.17 | ||
| Share-based compensation expense | 0.02 | 0.01 | 0.01 | |||
| Merger, restructuring, integration, and other | — | 0.01 | (0.01) | |||
| Interest rate swaps, net(1) | 0.03 | (0.01) | 0.04 | |||
| Loss on extinguishment of debt | 0.01 | — | 0.01 | |||
| Other, net | — | — | — | |||
| Tax impact on adjustments(2) | (0.01) | — | (0.01) | |||
| Adjusted EPS (from continuing operations)(3) | $ | 0.21 | $ | 0.19 |
All values are in US Dollars. ________________
(1) Includes unrealized gains or losses on interest rate swaps presented in interest expense, net and other income (expense).
(2) Represents the tax impact on adjustments using the federal and state blended statutory rate.
(3) Amounts may not sum in this table due to rounding.
During the three months ended March 31, 2025, the increase in Adjusted EPS, as compared to the prior year period, was primarily due to (i) an increase of approximately $0.02 per share due to an increase in revenue, net of the related costs including the allowance for credit losses, and (ii) an increase of approximately $0.01 per share due to a decrease in our diluted weighted average shares outstanding as a result of share repurchases during the period.
The factors listed above exclude amounts that are outside of our definition of Adjusted EPS. Refer to the discussions above under “—Results of Operations” for further details.
Adjusted EBITDA
We define Adjusted EBITDA as income (loss) from continuing operations adjusted for (i) interest; (ii) taxes; (iii) depreciation and amortization, including depreciation of subscriber system assets and other fixed assets and amortization of dealer and other intangible assets; (iv) amortization of deferred costs and deferred revenue associated with subscriber acquisitions; (v) share-based compensation expense; (vi) merger, restructuring, integration, and other items; (vii) impairment charges; and (viii) other non-cash or non-routine adjustments not necessary to operate our business.
We believe Adjusted EBITDA is useful to investors to measure the operational strength and performance of our business. We believe the presentation of Adjusted EBITDA is useful as it provides investors additional information about our operating profitability adjusted for certain non-cash items, non-routine items we do not expect to continue at the same level in the future, as well as other items not core to our operations. Further, we believe Adjusted EBITDA provides a meaningful measure of operating profitability because we use it for evaluating our business performance, making budgeting decisions, and comparing our performance against other peer companies using similar measures, although this measure may not be directly comparable to similar measures reported by other companies.
There are material limitations to using Adjusted EBITDA as it does not include certain significant items, including interest, taxes, depreciation and amortization, and other adjustments which directly affect our income (loss) from continuing operations (the most comparable GAAP measure). These limitations are best addressed by considering the economic effects of the excluded items independently and by considering Adjusted EBITDA in conjunction with income (loss) from continuing operations as calculated in accordance with GAAP.
The table below reconciles Adjusted EBITDA to income (loss) from continuing operations:
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | Change | |||
| Income (loss) from continuing operations | $ | 142,477 | $ | 163,891 | ||
| Interest expense, net | 120,879 | 87,450 | 33,429 | |||
| Income tax expense (benefit) | 51,032 | 56,430 | (5,398) | |||
| Depreciation and intangible asset amortization | 339,517 | 333,002 | 6,515 | |||
| Amortization of deferred subscriber acquisition costs | 60,358 | 54,605 | 5,753 | |||
| Amortization of deferred subscriber acquisition revenue | (88,871) | (83,376) | (5,495) | |||
| Share-based compensation expense | 20,521 | 8,075 | 12,446 | |||
| Merger, restructuring, integration, and other | 3,905 | 11,653 | (7,748) | |||
| Unrealized (gain) loss on interest rate swaps(1) | 4,032 | 6,601 | (2,569) | |||
| Loss on extinguishment of debt | 6,443 | — | 6,443 | |||
| Other, net | 508 | (640) | 1,148 | |||
| Adjusted EBITDA (from continuing operations) | $ | 660,801 | $ | 637,691 |
All values are in US Dollars. ________________
(1) Includes unrealized gains or losses on interest rate swaps presented in other income (expense).
During the three months ended March 31, 2025, the increase in Adjusted EBITDA, as compared to the prior year period, was primarily due to:
•higher M&S Revenue, net of the associated costs, of approximately $17 million,
•a decrease in general and administrative costs of $13 million, and
•higher installation revenue, net of the associated costs and commissions, of approximately $11 million, partially offset by
•an increase in the allowance for credit losses of $17 million.
The factors listed above exclude amounts that are outside of our definition of Adjusted EBITDA. Refer to the discussions above under “—Results of Operations” for further details.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity and capital resources primarily consisted of the following:
| (in thousands) | March 31, 2025 | |
|---|---|---|
| Cash and cash equivalents | $ | 3,744 |
| Restricted cash and restricted cash equivalents | $ | 87,442 |
| Availability under First Lien Revolving Credit Facility | $ | 760,000 |
| Uncommitted available borrowing capacity under 2020 Receivables Facility | $ | 153,806 |
| Carrying amount of total debt outstanding, including finance leases | $ | 7,819,334 |
Liquidity
We expect our ongoing sources of liquidity to include cash generated from operations, borrowings under our credit facilities, and the issuance of equity and/or debt securities as appropriate given market conditions. Our future cash needs are expected to include cash for operating activities including working capital, principal and interest payments on our debt, income tax payments, capital expenditures, expected dividend payments to our stockholders, potential share repurchases under our 2025 Share Repurchase Plan, and other business initiatives as they arise.
We are a highly leveraged company with significant debt service requirements and have both fixed-rate and variable-rate debt. We may periodically seek to repay, redeem, repurchase, or refinance our indebtedness, or seek to repurchase and retire our outstanding securities through cash purchases in the open market, privately negotiated transactions, a 10b5-1 repurchase plan, or otherwise, and any such transactions may involve material amounts. Cash outflows for interest payments are not consistent between quarters, with larger outflows occurring in the first and third quarters, and may vary as a result of our variable rate debt.
We believe our cash position, available borrowing capacity under our credit agreements, and cash provided by operating activities are, and will continue to be, adequate to meet our operational and business needs in the next twelve months, as well as our long-term liquidity needs.
Material Cash Requirements
There have been no significant changes to our material cash requirements, commitments and contingencies, or off-balance sheet arrangements from those disclosed in our 2024 Annual Report, except as discussed below.
Debt Principal
As of March 31, 2025, our next significant debt maturity will occur in April 2026 with respect to the remaining outstanding balance of our First Lien Notes due 2026. We intend, and believe that we will have the ability through use of our ongoing sources of liquidity, or through refinancing, to redeem these notes before maturity.
Share Repurchase Plans
In January 2024, our Board of Directors announced the 2024 Share Repurchase Plan, pursuant to which we were authorized to repurchase, through January 29, 2025, up to a maximum aggregate amount of $350 million of shares of our Common Stock.
We entered into an agreement in December 2024 to repurchase 15 million shares of Common Stock from a non-affiliate individual at a price per share of $6.95 for a total of $104 million under the 2024 Share Repurchase Plan. The transaction settled in January 2025, and we retired the shares. The 2024 Share Repurchase Plan expired in January 2025 with $5 million authorized repurchases remaining.
In February 2025, our Board of Directors announced the 2025 Share Repurchase Plan, pursuant to which we are authorized to repurchase, through April 30, 2026, up to a maximum aggregate amount of $500 million of shares of our Common Stock.
The 2025 Share Repurchase Plan allows us to purchase Common Stock, from time to time, in one or more open market or privately negotiated transactions, including pursuant to Rule 10b5-1 or Rule 10b-18 of the Exchange Act, or pursuant to one or more accelerated share repurchase agreements, subject to certain requirements and other factors. We are not obligated to repurchase any of our shares of Common Stock, and the timing and amount of any repurchases will depend on legal requirements, market conditions, stock price, the availability of the safe harbor provided by Rule 10b-18 under the Exchange Act, alternative uses of capital, and other factors.
In March 2025, we repurchased, and subsequently retired, 20 million shares of our Common Stock under the 2025 Share Repurchase Plan and paid approximately $152 million (or approximately $7.62 per share) in connection with a secondary offering of our Common Stock by Apollo. Additionally, in March 2025, we repurchased, and subsequently retired, an additional 18 million shares of our Common Stock in the open market pursuant to Rule 10b5-1 and Rule 10b-18 of the Exchange Act in multiple transactions for $140 million (or $7.79 per share). As of March 31, 2025, we recorded a liability and reduction to additional paid-in capital of $9 million for the repurchase of 1 million shares, which settled in April 2025.
As of March 31, 2025, we have approximately $208 million remaining under the 2025 Share Repurchase Plan.
In April 2025, we repurchased. and subsequently retired, 6 million shares (excluding the shares noted above) in the open market pursuant to Rule 10b5-1 and Rule 10b-18 of the Exchange Act in multiple transactions for a total of $52 million (or $8.04 per share). As a result, we have $148 million remaining under the 2025 Share Repurchase Plan.
Other Contractual Obligations
As of March 31, 2025, we continue to work to meet our commitment of $200 million of aggregate purchases under the Google Cloud Agreement Addendum.
In addition, we were party to an agreement with one of our vendors as of December 31, 2024 to purchase at least $370 million of security system equipment and components through December 2025. During the three months ended March 31, 2025, purchases toward this commitment were $46 million.
Refer to Note 12 “Commitments and Contingencies.”
Cash Taxes
While we have historically made cash tax payments to certain states, starting in 2025, we will begin making federal cash tax payments. Our initial estimated payments are expected to be made in the second quarter of 2025, with subsequent payments scheduled for the relevant periods they correspond to. The specific payment amounts may fluctuate each quarter, based on our financial results and tax positions taken.
Dividends
On April 24, 2025, we announced a dividend of $0.055 per share to holders of Common Stock and Class B Common Stock of record on June 12, 2025, which will be paid on July 8, 2025.
Long-Term Debt
Significant changes and activity related to our long-term debt since our 2024 Annual Report are discussed below. Refer to Note 6 “Debt.”
First Lien Credit Agreement
In March 2025, we amended and restated the First Lien Credit Agreement and issued a new $600 million first lien seven-year term loan facility (the “First Lien Term Loan B-2 due 2032”). The First Lien Term Loan B-2 due 2032 requires scheduled quarterly amortization payments, commencing on June 30, 2025, equal to 0.25% of the original principal amount of the First Lien Term Loan B-2 due 2032, with the remaining balance payable at maturity.
Debt issuance costs were not material.
During the three months ended March 31, 2025, we borrowed $40 million under the First Lien Revolving Credit Facility, which was outstanding as of March 31, 2025.
Additionally, as of April 24, 2025, there were no amounts outstanding under the First Lien Revolving Credit Facility.
First Lien Notes due 2026 Partial Redemption
In March 2025, we redeemed $500 million of the First Lien Notes due 2026, excluding accrued and unpaid interest, for a total redemption price of $506 million, including a make-whole payment, using proceeds from the Company’s First Lien Term Loan B-2 due 2032.
Loss on extinguishment of debt was not material.
We intend, and believe that we will have the ability through use of our ongoing sources of liquidity, or through refinancing, to redeem these notes before maturity.
2020 Receivables Facility
In March 2025, we amended the agreement governing the 2020 Receivables Facility to extend the uncommitted revolving period to March 2026, reduce the interest rate on outstanding borrowings, and increase the advance rate on pledged collateral.
Additionally, during the first quarter of 2025, we voluntarily prepaid $23 million of the remaining balance.
As of March 31, 2025, the outstanding balance was $396 million.
Debt Covenants
As of March 31, 2025, we were in compliance with all financial covenant and other maintenance tests for all our debt obligations. We do not believe there is a material risk of future noncompliance with our financial covenant and other maintenance tests.
Cash Flow Analysis
The amounts and discussion below include cash flows from both continuing operations and discontinued operations, as appropriate, consistent with the presentation on the Statements of Cash Flows.
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | Change | ||
| Net cash provided by (used in): | |||||
| Operating activities | $ | 466,626 | $ | 363,802 | |
| Investing activities | $ | (258,259) | $ | (300,070) | |
| Financing activities | $ | (321,246) | $ | (74,986) |
All values are in US Dollars.
Cash Flows from Operating Activities
The increase in net cash provided by operating activities, as compared to the prior year period, was primarily due to the benefit of lower outflows in the current year related to our former Solar Business and changes in assets and liabilities due to the volume and timing of other operating cash receipts and payments with respect to when the transactions are reflected in earnings. Refer to the discussions above under “—Results of Operations” for further details.
Cash Flows from Investing Activities
The decrease in net cash used in investing activities, as compared to the prior year period, was primarily due to:
•a decrease in subscriber system assets expenditures of $35 million primarily due to a higher volume of outright sales and fewer customer additions and
•a decrease in dealer generated customer accounts and bulk account purchases of $11 million primarily due to lower volume.
Cash Flows from Financing Activities
The increase in net cash used in financing activities, as compared to the prior period, was primarily due to:
•an increase in share repurchases of $303 million and
•an increase in net repayments on our 2020 Receivables Facility of $20 million primarily due to the voluntary prepayment during March 2025, partially offset by
•an increase in net borrowings on our long-term debt of $88 million primarily related to the issuance of the First Lien Term Loan B-2 due 2032 partially offset by the redemption of the First Lien Notes due 2026.
CRITICAL ACCOUNTING ESTIMATES
We disclosed our critical accounting estimates in our 2024 Annual Report, which include estimates prepared in accordance with GAAP that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on the financial condition or results of operations.
Critical accounting estimates are based on, among other things, estimates, assumptions, and judgments made by management that include inherent risks and uncertainties. Our estimates are based on relevant information available at the end of each period. Actual results could differ materially from these estimates under different assumptions or market conditions.
There were no material changes in our critical accounting estimates since our 2024 Annual Report.
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains certain information that may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and are made in reliance on the safe harbor protections provided thereunder. While we have specifically identified certain information as being forward-looking in the context of its presentation, we caution you that all statements contained in this Form 10-Q that are not clearly historical in nature, including statements regarding the ADT Solar Exit and the expected costs and benefits of such exit; the Commercial Divestiture; the expected benefits of the Commercial Divestiture and ADT Solar Exit including that the costs of the ADT Solar Exit may exceed our best estimates; the integration of strategic bulk purchases of customer accounts; the strategic investment by and long term partnership with State Farm; any repurchases of our common stock under an authorized share repurchase plan; anticipated financial performance, including the Company’s ability to achieve its stated guidance metrics; our ability to refinance or reduce debt or improve leverage ratios, or to achieve or maintain our leverage goals; anticipated financial performance, management’s plans and objectives for future operations; the successful development, commercialization, and timing of new or joint products; the expected timing of product commercialization with State Farm or any changes thereto, including the ADT home security program for State Farm; business prospects; outcomes of regulatory proceedings; market conditions; our ability to deploy our business continuity and disaster plans and procedures to successfully respond to catastrophic events; our strategic partnership and ongoing relationship with Google LLC (“Google”); the expected timing of product commercialization with Google or any changes thereto; the successful internal development, commercialization, and timing of our next generation platform and innovative offerings; the successful conversion of customers who continue to utilize outdated technology; the current and future market size for existing, new, or joint products; any stated or implied outcomes with regards to the foregoing; and other matters. Any stated or implied outcomes with regards to the foregoing are forward-looking.
Without limiting the generality of the preceding sentences, any time we use 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, we intend 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.
Particular uncertainties that could cause our actual results to be materially different than those expressed in our forward- looking statements include, without limitation:
•our ability to retain and hire key personnel and to maintain relationships with customers, suppliers, and other business partners;
•risks related to the Commercial Divestiture and ADT Solar Exit, including our business becoming less diversified and the possible diversion of management’s attention from our core business operations;
•our ability to keep pace with rapid technological changes and other industry changes;
•risks related to the expansion and further development of our next-generation platform and our efforts to migrate our information technology infrastructure, including our customer relationship management and enterprise resource planning systems, to the cloud;
•our ability to effectively implement our strategic partnership with, commercialize products with, or utilize any of the amounts invested in us by State Farm or provided by State Farm for research and development or other purposes;
•our ability to effectively implement our strategic partnership with or utilize any of the amounts invested in us by Google;
•the impact of supply chain disruptions;
•our ability to maintain and grow our existing customer base and to integrate strategic bulk purchases of customer accounts;
•our ability to sell our products and services or launch new products and services in highly competitive markets, including the home security and automation market, and to achieve market acceptance with acceptable margins;
•our ability to successfully upgrade obsolete equipment installed at our customers’ premises in an efficient and cost-effective manner;
•any changes in regulations or laws, economic and financial conditions, including labor and tax law changes or any impacts on the global economy or consumer discretionary spending due to tariffs or otherwise, changes to privacy requirements, changes to telemarketing, email marketing and similar consumer protection laws, interest volatility, and trade tariffs and restrictions applicable to the products we sell;
•any impacts from current global, economic, sovereign and political conditions and uncertainties, including the effects of, and uncertainty regarding, new or proposed tariff or trade regulations;
•any material changes to the valuation allowances we take with respect to our deferred tax assets;
•the impact of cyber attacks or related breaches with respect to information technology systems, cybersecurity, or data security involving us, our business partners, or other third parties whose systems are interconnected with ours, including the incidents disclosed in our Current Reports on Form 8-K filed with the SEC on August 8, 2024 (the “August Incident”) and October 7, 2024 (the “October Incident” and together with the August Incident, the “Cybersecurity Incidents”) and any similar future or still undetected attacks or incidents;
•risks related to the development, deployment, and use of artificial intelligence (“AI”) in our products and services, including technological and legal uncertainties surrounding AI technologies;
•our dependence on third-party providers, suppliers, and dealers to enable us to produce and distribute our products and services in a cost-effective manner that protects our brand;
•our ability to successfully implement an equipment ownership model that best satisfies the needs of our customers and to successfully implement and maintain our receivables securitization financing agreement or similar arrangements;
•our ability to successfully pursue alternate business opportunities and strategies;
•our ability to continue to integrate various businesses, including bulk acquisitions of customer accounts, we have acquired or will acquire in the future, in an efficient and cost-effective manner;
•the amount and timing of our cash flows and earnings, which may be impacted by customer, competitive, supplier and other dynamics and conditions;
•our ability to maintain or improve margins through business efficiencies;
•risks related to the restatement of our consolidated financial statements included in our Amendment No. 1 to our Annual Report on Form 10-K for the year ended December 31, 2022 (the “Amended 2022 Annual Report”) and in our Quarterly Reports on Form 10-Q/A for the quarters ended September 30, 2022, and March 31, 2023, each as filed with the SEC on July 27, 2023;
•any litigation or investigation related to such restatements;
•our ability to maintain effective internal control over financial reporting (“ICFR”) and disclosure controls and procedures (“DCPs”), including our ability to remediate any potential material weakness in our ICFR and the timing of any such remediation, as well as the ability to maintain effective DCPs at a reasonable assurance level; and
•the other factors that are described under the heading “Risk Factors” in our last Annual Report on Form 10-K for the year ended December 31, 2024.
Forward-looking statements and information involve risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied in, or reasonably inferred from, such statements, including without limitation, the risks and uncertainties disclosed or referenced under the heading “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q and Part I, Item 1A in our 2024 Annual Report. Therefore, caution should be taken not to place undue reliance on any such forward-looking statements. Much of the information in this report that looks toward future performance is based on various factors and important assumptions about future events that may or may not actually occur. As a result, our operations and financial results in the future could differ materially and substantially from those we have discussed in the forward-looking statements included in this Quarterly Report on Form 10-Q. Any forward-looking statement made in this Quarterly Report on Form 10-Q speaks only as of the date on which it is made. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments, or otherwise unless required by law.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Our operations expose us to a variety of market risks, including the effects of changes in interest rates as we have both fixed-rate and variable-rate debt. We monitor and manage these financial exposures as an integral part of our overall risk management program. Our policies allow for the use of specified financial instruments for hedging purposes only. Use of derivatives for speculation purposes is prohibited.
There were no material changes in our interest rate risk exposure to that disclosed in our 2024 Annual Report, other than as described below.
As a result of issuing the First Lien Term Loan B-2 due 2032 and the partial redemption of the First Lien Notes due 2026, a larger portion of our debt is now subject to variable interest rates. As of March 31, 2025, the principal balance of our debt, excluding finance leases, that was subject to a variable-rate was approximately 8% (including the impact of interest rate swaps) and approximately 38% (excluding the impact of interest rate swaps) of the total carrying amount of our debt.
ITEM 4. CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of March 31, 2025, our disclosure controls and procedures were effective at a reasonable assurance level in ensuring information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.
Changes in Internal Control over Financial Reporting
During the three months ended March 31, 2025, there were no changes in our internal control over financial reporting (“ICFR”) identified in our management’s evaluation pursuant to Rules 13a-15(d) and 15d-15(d) of the Exchange Act that materially affected, or are reasonably likely to materially affect, our ICFR.
During 2023, we began a multi-year IT transformation project by which we are migrating much of ADT’s infrastructure to the cloud, including certain aspects of our customer relationship management and enterprise resource planning systems. We began the transition of our customer relationship management system in 2023, and during 2024, we began the transition to the new enterprise resource planning system, which will be completed in phases over multiple years.
ITEM 1. LEGAL PROCEEDINGS.
See Note 12 “Commitments and Contingencies” to the condensed consolidated financial statements under the heading “Legal Proceedings” included in this Quarterly Report on Form 10-Q for legal proceedings and related matters.
ITEM 1A. RISK FACTORS.
Our significant business risks are described in Part I, Item 1A “Risk Factors” in our 2024 Annual Report and in our other filings with the SEC. The risk factors described in our filings with the SEC and other information may not describe every risk facing the Company. There have been no material changes in our risk factors from those disclosed in our 2024 Annual Report.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Recent Sales of Unregistered Equity Securities
There were no sales of unregistered equity securities during the three months ended March 31, 2025.
Use of Proceeds from Registered Equity Securities
We did not receive any proceeds from sales of registered equity securities during the three months ended March 31, 2025.
Issuer Purchases of Equity Securities
The following table presents repurchases of shares of the Company’s Common Stock completed during the three months ended March 31, 2025 (in thousands):
| Period | Total Number of Shares Purchased | Average Price Paid Per Share(1) | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs<br><br>(in thousands)(2) | ||
|---|---|---|---|---|---|---|
| January 1, 2025 - January 31, 2025(3) | 15,000 | $ | 6.95 | 15,000 | $ | — |
| February 1, 2025 - February 28, 2025 | — | $ | — | — | $ | 500,000 |
| March 1, 2025 - March 31, 2025(4) | 37,968 | $ | 7.70 | 37,968 | $ | 207,791 |
| Total | 52,968 | $ | 7.49 | 52,968 | $ | 207,791 |
_________________
(1) The average price paid per share is calculated by dividing the total cash paid for the shares (including commissions) by the total number of shares repurchased.
(2) In January 2024, the Company's Board of Directors announced the 2024 Share Repurchase Plan, pursuant to which the Company was authorized to repurchase, through January 29, 2025, up to a maximum aggregate amount of $350 million of shares of the Company's Common Stock. The 2024 Share Repurchase Plan expired on January 29, 2025 with $5 million authorized repurchases remaining.
In February 2025, the Company's Board of Directors announced the 2025 Share Repurchase Plan, pursuant to which the Company is authorized to repurchase, through April 30, 2026, up to a maximum aggregate amount of $500 million of shares of the Company's Common Stock. The 2025 Share Repurchase Plan allows the Company to purchase Common Stock, from time to time, in one or more open market or privately negotiated transactions, including pursuant to Rule 10b5-1 or Rule 10b-18 of the Exchange Act, or pursuant to one or more accelerated share repurchase agreements, subject to certain requirements and other factors.
(3) The Company entered into an agreement in December 2024 to repurchase 15 million shares of Common Stock from a non-affiliate individual for a total of $104 million under the 2024 Share Repurchase Plan. The transaction settled in January 2025, and the Company retired the shares.
(4) In March 2025, the Company repurchased, and subsequently retired, 20 million shares of its Common Stock under the 2025 Share Repurchase Plan for $152 million (or $7.62 per share) in connection with an offering of the Company’s Common Stock. Refer to Note 14 “Related Party Transactions” for further information. The additional 18 million shares were repurchased, and subsequently retired, in the open market, including pursuant to Rule 10b5-1, in multiple transactions at an average price of $7.79 per share.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
None.
ITEM 5. OTHER INFORMATION.
During the three months ended March 31, 2025, none of the Company’s directors or executive officers adopted or terminated any contract, instruction, or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
ITEM 6. EXHIBITS.
The exhibits listed on the accompanying Index to Exhibits are filed/furnished or incorporated by reference as part of this Quarterly Report on Form 10-Q.
INDEX TO EXHIBITS
The information required by this Item is set forth on the exhibit index below.
_________________________
^ Certain schedules and similar attachments have been omitted. The Company agrees to furnish supplementally a copy of any omitted schedule or attachment to the SEC upon its request.
* Filed herewith.
** Furnished herewith.
- Management contract or compensatory plan or arrangement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ADT Inc. | |||
|---|---|---|---|
| Date: | April 24, 2025 | By: | /s/ Jeffrey Likosar |
| Name: | Jeffrey Likosar | ||
| Title: | President, Corporate Development and Transformation, and Chief Financial Officer<br>(Principal Financial Officer) |
43
donyoungretirementandcon

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL RETIREMENT AND CONSULTING AGREEMENT THIS RETIREMENT AND CONSULTING AGREEMENT (the “Agreement”) is made as of this 6th day of March, 2025, by and between The ADT Security Corporation, a Delaware corporation (together with any of its subsidiaries and Affiliates as may employ or otherwise engage the services of Executive from time to time, and any and all successors thereto, the “Company”) and Donald Young (“Executive” together with the Company, the “Parties”). Capitalized terms used but not defined herein shall have the meanings set forth in the Prior Agreement. WHEREAS, Executive is a party to that certain Amended and Restated Employment Agreement, (the “Prior Agreement”) between the Company and Executive, dated as of December 19, 2017, as amended on May 3, 2019, which provides for the employment of Executive as Executive Vice President and Chief Operating Officer. WHEREAS, Executive has expressed his desire to retire. WHEREAS, in order to provide for an orderly transition of Executive’s duties and responsibilities in connection with his retirement, Executive has agreed to cease to serve as Executive Vice President and Chief Operating Officer, effective as of June 6, 2025 (the “Transition Date”) and to provide transition services as a consultant for a limited period of time following the Transition Date. WHEREAS, the Parties have agreed to enter into this Agreement which will replace the Prior Agreement effective as of the Transition Date, and govern Executive’s consulting role between the Company and Executive from the Transition Date until the Retirement Date (as defined below), and have further agreed to enter into a general release of claims effective as of the date of this Agreement, to be reaffirmed as of the Retirement Date, with such release to be in substantially the same form as attached hereto as Exhibit A. NOW, THEREFORE, IT IS HEREBY AGREED by and between Executive and the Company as follows: 1. Transition Period. From the Transition Date through the Retirement Date (the “Transition Period”), Executive shall serve as Executive Advisor to the Company’s Executive Leadership Team reporting to Jim DeVries and agrees to work in good faith with the Company’s Executive Leadership Team with respect to the goals identified in this Section 1 (the “Transition Steps”). Following the Transition Date, Executive shall be an independent consultant, and his employment with the Company shall immediately terminate as of the Transition Date without the payment of any severance or any other amounts in respect of such termination, including under the Prior Agreement, other than any amounts accrued and earned prior to such termination. Executive’s role as an independent consultant shall be terminable (a) immediately by the Company for Cause (as defined in the Prior Agreement, but modified as necessary to reflect Executive’s status as an independent consultant) or in the event of Executive’s death or disability (as defined in the Prior Agreement, but modified as necessary to reflect Executive’s status as an independent consultant) and (b) on one weeks’ notice by either Party for any other reason (the date such termination is effective pursuant to the foregoing, the “Retirement Date”). Notice of termination shall be deemed to be given when a Notice of Termination has been delivered in accordance with the terms of the Prior Agreement. For the avoidance of doubt, prior to the Transition Date, the termination provisions, including the severance provisions, of the Prior Agreement shall continue to apply. No compensation will be payable, or other benefits provided, in respect of or following the termination of Executive’s independent consultant role on the Retirement Date, except for any accrued and earned, but unpaid, consulting fees provided for below. 1.1 During the Transition Period, Executive will provide services to the Company on a part- time basis but with the initial expectation that Executive will work approximately 50 hours per month until the Retirement Date. During the Transition Period, Executive’s consulting services will include (the “Services”): (a) Transitioning the Executive’s job function (including, without limitation, clients, customers, accounts and other partners, if any to other appropriate members of the Company’s Executive Leadership Team) in an orderly and professional manner, as established by the Company’s Chief Executive Officer; (b) Supporting the Company in transitioning the powers and authorities of the Executive Vice President and Chief Operating Officer position to one or more individuals intended to replace the role of the Executive, including the Chief Growth Officer (collectively, the “Successor Executives”), and training the Successor Executives; (c) Supporting the Company in taking steps to create the conditions which the Company determines are necessary or desirable for the Successor Executives to perform and succeed in the whole or any part of the Executive’s role for the benefit of the Company and all of its stakeholders; (d) Supporting the Company in ongoing negotiations and other matters relating to its relationships with (but not limited to) Resideo and Alarm.com; and (e) Performing other duties as reasonably and in good faith requested by the Company’s Chief Executive Officer. 1.2 From time to time, Executive shall submit an invoice to the Company detailing the Services provided (including the hours spent providing the Services) and expenses reimbursable in accordance with Section 2.2, if any, incurred by Executive. After the Retirement Date, Executive shall properly submit a final invoice to the Company for all work performed and all expenses incurred during the Transition Period that were not previously invoiced. 1.3 Executive agrees to comply with all rules and regulations pertaining to security and safety while on the Company’s premises. 1.4 During the Transition Period, Executive is not authorized to transact business, incur obligations, sell goods, receive payments, solicit orders, or assign or create any obligation of any kind, express or implied, on behalf of the Company, or to bind in any way whatsoever, or to make any promise, warranty, or representation on behalf of any of the Company with respect to any matter. 1.5 Within 30 days following the date of this Agreement, the Executive shall execute a release in the form attached hereto as Exhibit A (the “Release”) and within 30 days following the Retirement Date, the Executive shall reaffirm the Release effective as of the Retirement Date. Prior to the Transition Date, the Company may change Executive’s title to “Outgoing Chief Operating Officer” or other similar title, and Executive hereby explicitly consents to such change in title and any change in Executive’s duties, responsibilities, authority, positions prior to the Transition Date in connection with the actions contemplated by Section 1.1 (including any actions occurring prior to the date of this Agreement). In furtherance of the foregoing, Executive agrees to the deletion of Section 1(o)(iv) from the Prior Agreement. 2. Compensation and Benefits. 2.1 Compensation and Benefits Prior to the Transition Date. Prior to the Transition Date, Executive shall continue to receive all compensation and benefits he is currently entitled to receive under the Prior Agreement. Notwithstanding the foregoing, Executive shall not be entitled to receive any severance payments or benefits upon his termination of employment on the Transition Date and will not be entitled to receive any additional grants of long-term incentive awards (other than any grants approved by the Compensation Committee of the Board of ADT, Inc. (the “Compensation Committee”) prior to the date of this Agreement). 2.2 Expenses. The Company shall reimburse Executive for all reasonable out-of-pocket expenses incurred by Executive in connection with the Services including without limitation travel, lodging expenses, and meals, provided, however, that any such expenses equal to or in excess of five hundred dollars ($500.00) shall be approved by the Company, in writing, prior to Executive incurring any such expense. Travel and living expenses charged to the Company under this Agreement shall be consistent with the Company’s then current travel policy. If requested by the Company, Executive shall provide copies of receipts to document all expenses. In no event will the Company reimburse Executive for travel time. Executive shall use commercial reasonable efforts to make all reservations sufficiently in advance of the travel date so as to obtain the lowest price possible. 2.3 Consulting Fee. During the Transition Period, the Company agrees to pay Executive $301.40 per hour in exchange for (and in full consideration of) the performance by Executive of the Services. Executive shall use all such electronic timekeeping and invoicing systems as the Company may require from time to time. The Company agrees to pay to Executive amounts billed for the Services, within sixty (60) days of its receipt of Executive’s invoice, unless the Company disputes the amount of the invoice in good faith or is unable to verify the invoice because of insufficiently detailed descriptions of the Services performed or the absence of supporting documentation for the payment. Such withholding shall not constitute a material breach of the Company’s payment obligations under this Agreement. Executive shall bring any claim for improper payment by the Company within twelve (12) months of the Services that are the subject of the applicable invoice, or Executive will have been deemed to have waived any and all rights that he has to such claims. Executive shall electronically submit all invoices to ADT LLC - Accounts Payable. Purchase Orders and Invoices shall be processed thru ADT Ariba P2P (Purchase-To- Pay)/Fieldglass system or such other e-commerce tools as the Company may from time to time designate. 2.4 Benefits Following the Transition Date. During the Transition Period, as an independent consultant, Executive shall not be entitled to actively participate in any employee benefit plans, policies, programs and arrangements of the Company and Executive expressly waives any right to participate in any such plans, policies, programs or arrangements. Upon the Transition Date, all benefits associated with Executive’s employee status and available under employee benefit plans will cease, and Executive relinquishes all claims for any such benefits that were not vested. Nothing herein will affect any rights Executive may have under the Consolidated Omnibus Reconciliation Act of 1985, as amended (“COBRA”). 2.5 Treatment of Equity Awards. As an inducement for Executive to enter into this Agreement and remain an employee of the Company through the Transition Date, effective as of March 31, 2025, provided Executive remains an employee of the Company through March 31, 2025, all of Executive’s currently outstanding and unvested restricted shares of common stock of ADT Inc., par value $0.01 per share (“ADT Stock”), that were granted subject to a requirement of certain investors of ADT Inc. to achieve a multiple of invested capital (“MOIC”) of 2.0x (the “MOIC Awards”) shall immediately vest without regards to the requirement to achieve such MOIC or any other performance criteria (the “MOIC Award Vesting”). The MOIC Award Vesting shall be contingent on Executive’s execution and reaffirmation of the Release and on not revoking either the execution or the reaffirmation. Due to Executive satisfying the “retirement eligibility” criteria, all other equity-based awards with respect to ADT Stock (together with the MOIC Awards, the “Equity Awards”) that were granted more than 12 months prior to the Retirement Date will be subject to continued vesting in accordance with their terms following the Retirement Date (and all other awards will be forfeited). Except as set forth in this Section 2.5, all of the Equity Awards and any shares of ADT Stock subject thereto shall continue to be subject in all respects to the applicable award agreements and plan documents governing the Equity Awards, including the terms and conditions of the Company’s Amended and Restated Management Investor Rights Agreement, dated as of January 23, 2018. 2.6 2025 AIP Award. Provided Executive remains an employee of the Company through the Transition Date, Executive shall remain eligible to receive his annual bonus pursuant to the ADT Inc.’s 2025 Annual Incentive Plan (the “2025 AIP”), provided that Executive’s base salary for purposes of calculating his 2025 AIP award shall be equal the base salary earned through and including the Transition Date (the “Bonus Base Amount”). For the avoidance of doubt, (i) Executive’s target bonus percentage shall remain 100%, such that any bonus payable pursuant to the foregoing shall be calculated as 100% of the Bonus Base Amount, adjusted based on the 2025 AIP payout rate as determined by the Compensation Committee and (ii) all other terms and conditions of the 2025 AIP shall continue to apply, including payment timing and the requirement that earned bonuses be determined based on actual performance, as determined by the Compensation Committee. The annual bonus payable pursuant to this Section 2.2 shall be in lieu of any other annual bonus amount Executive may claim to be entitled to in respect of fiscal year 2025, including under the 2025 AIP. The 2025 AIP payment pursuant to this Section 2.2 shall be contingent on Executive’s execution and reaffirmation of the Release and on not revoking either such execution or its reaffirmation. Executive shall not be eligible to receive any other cash incentive compensation. 2.7 Paid Time-Off. Notwithstanding the generality of Section 2.4, effective as of the Transition Date, Executive shall cease accruing additional vacation or other paid time-off. During the Transition Period, Executive shall not be eligible to take any vacation or other paid time-off, and on or as soon as practicable following the Transition Date, Executive shall receive a payment in respect of all accrued but unused vacation and other paid time-off as of the Transition Date. 3. Separation. On the Transition Date, and subject to the Parties’ compliance with this Agreement, Executive shall cease to be an employee of the Company for all purposes and Executive shall resign, as of the Transition Date, from all positions then held by Executive of the Company and its Affiliates, other than for the independent consulting role provided for under this Agreement. On the Retirement Date, Executive’s role as an independent consultant will cease. The Parties agree that all internal and external communications regarding Executive’s cessation of services with the Company will be materially consistent with those set forth in the Company’s press release, if any, and SEC filings announcing the entry into this Agreement, which Executive shall have had the opportunity to review and provide comments on beforehand. 4. Tax Matters; Independent Consultant. 4.1 The Company shall withhold all applicable federal, state and local taxes, social security and workers’ compensation contributions and other amounts as may be required by law with respect to compensation payable in respect of Executive’s services as an employee prior to the Transition Date. 4.2 Beginning on the Transition Date, Executive will be regarded as an independent consultant in all matters pertaining to services performed for the Company, including the Services. Nothing in this Agreement is intended to, or shall be deemed to, constitute a partnership, agency, employer-employee or a joint venture relationship between Executive and the Company on or following the Transition Date. Furthermore, nothing in this Agreement or otherwise shall be construed as identifying Executive as an

employee, agent, or legal representative of the Company during the Transition Period for any purpose whatsoever. During the Transition Period, neither Party shall incur any liabilities nor any obligation of any kind (express or implied) for the other, except to the extent, if at all, specifically provided herein. It is understood and agreed that Executive will be responsible for all income, social security, self-employment or payroll, and any other state and federal taxes, on the compensation received in respect of Executive’s services as an independent consultant during the Transition Period. 4.3 Notwithstanding anything herein to the contrary, this Agreement is intended to be interpreted and applied so that the payment of the benefits set forth herein shall either be exempt from the requirements of Section 409A (“Section 409A”) of the Internal Revenue Code (the “Code”) or shall comply with the requirements of such provision. Notwithstanding any provision of this Agreement to the contrary, if Executive is a “specified employee” within the meaning of Section 409A, any payments or arrangements due upon a termination of Executive’s employment under any arrangement that constitutes a “nonqualified deferral of compensation” within the meaning of Section 409A and which do not otherwise qualify under the exemptions under Treas. Regs. Section 1.409A-1 (including without limitation, the short-term deferral exemption or the permitted payments under Treas. Regs. Section 1.409A-1(b)(9)(iii)(A)), shall be delayed and paid or provided on the earlier of (a) the date which is six (6) months after Executive’s “separation from service” (as such term is defined in Section 409A and the regulations and other published guidance thereunder) for any reason other than death; and (b) the date of Executive’s death. 4.4 After the Transition Date, Executive shall have no duties or responsibilities that are inconsistent with having a “separation from service” with respect to his employment relationship with the Company within the meaning of Section 409A as of the Transition Date and, notwithstanding anything in the Agreement to the contrary, distributions upon termination of employment of nonqualified deferred compensation may only be made upon a “separation from service” as determined under Section 409A and such date shall be the Transition Date for purposes of this Agreement. Each payment under this Agreement or otherwise shall be treated as a separate payment for purposes of Section 409A. In no event may Executive, directly or indirectly, designate the calendar year of any payment to be made under this Agreement which constitutes a “nonqualified deferral of compensation” within the meaning of Section 409A and to the extent an amount is payable within a time period, the time during which such amount is paid shall be in the discretion of the Company. 5. No Other Benefits. Executive acknowledges and agrees that the payment(s) and other benefits pursuant to Section 2 are in full discharge of any and all liabilities and obligations of the Company to Executive, monetarily or with respect to employee benefits or otherwise, including but not limited to any and all obligations arising under the Prior Agreement, or any alleged written or oral employment agreement, policy, plan or procedure of the Company and/or alleged understanding or arrangement between Executive and the Company (other than claims for accrued and vested benefits under an employee benefit, insurance, or pension plan of the Company (excluding any employee benefit plan providing severance or similar benefits), subject to the terms and conditions of such plan(s)). 6. Restrictive Covenants. 6.1 Use of Proprietary Information; Nondisparagement. Executive acknowledges and agrees that Section 7 of the Prior Agreement (“Nondisclosure of Proprietary Information; Nondisparagement”) and all other restrictive covenant agreements between Executive and the Company (including pursuant to the Equity Awards) (collectively, the “Restrictive Covenants”) shall remain in effect during the Transition Period and following the Retirement Date. In particular, notwithstanding Executive’s termination of employment on the Transition Date, any confidentiality or other nondisclosure provisions shall apply to any confidential or proprietary information that Executive receives in respect of his role as an independent consultant. 6.2 Non-Competition; Non-Solicitation; Non-Hire. Executive acknowledges and agrees that, except as explicitly set forth herein and notwithstanding Executive’s termination of employment on the Transition Date, any non-compete, non-solicitation and no-hire provisions in the Restrictive Covenants, shall remain in effect during the Transition Period and the post-termination “tail” of such provisions shall not begin to run until the Retirement Date (e.g., for a period of two (2) years following the Retirement Date in the case of the Prior Agreement). Notwithstanding anything to the contrary in the Restrictive Covenants, the Company and Executive acknowledge and agree that as of the Retirement Date, for purposes of any non-competition covenants in the Restrictive Covenants, only the entities set forth on Annex A attached hereto, along with each of such entity’s parents and affiliates, shall be deemed to engage in a business or activity that competes with the businesses of the Company (or term of similar import). 6.3 Prior Written Consent. Executive agrees that, in addition to the obligations set forth in this Section 6, Executive shall not communicate with any Company customer or any prospective Company customer known to Executive as of the Retirement Date regarding material business matters of the Company, provided that Executive may communicate with a Company customer or a prospective Company customer about such matters after obtaining written consent from the Company to effectuate such communication. 6.4 Cooperation. Executive further agrees that he will, upon reasonable notice, furnish any information and assistance to the Company as may be reasonably required by the Company in connection with any litigation or other dispute in which it or any of its predecessors, successors, or current or former subsidiaries, officers, members of the Board of Directors of ADT Inc., directors, shareholders, agents, affiliates, investors, and attorneys is, or may become, a party or otherwise involved. Without limiting the foregoing, Executive agrees to: (i) meet with the Company’s representatives, counsel or other designees at mutually convenient times and places with respect to any items within the scope of this provision; (ii) provide truthful testimony regarding same to any court, agency, or other adjudicatory body; and (iii) provide the Company with notice of contact by any adverse party or such adverse party’s representative, except as may be required by law. Executive will be entitled to reimbursement of reasonable expenses incurred in connection with any assistance provided under this Section 6.4 (subject to the Company’s expense reimbursement guidelines). 6.5 Saving Provision. The Parties hereto agree that, in the event a court of competent jurisdiction shall determine that the geographic or durational elements of this covenant are unenforceable, such determination shall not render the entire covenant unenforceable. Rather, the excessive aspects of the covenant shall be reduced to the threshold which is enforceable, and the remaining aspects shall not be affected thereby. 6.6 Equitable Relief. The Parties acknowledges that the provisions of this Section 6 are essential to protect the business and goodwill of the Company and Executive (as the case may be), and acknowledges that the extent of damages to the Company or Executive from a breach under this Section 6 may not be readily quantifiable or ascertainable, that monetary damages would be inadequate to make the Company or Executive whole in case of such a breach, and that there is not and would not be adequate remedy at law for such a breach. Therefore, Executive and Company specifically agree that the Company or Executive is entitled to seek injunctive or other equitable relief (without any requirement to post any bond or other security) from a breach of this Section 6 by the other party, and hereby waives and covenants not to assert against a prayer for such relief that there exists an adequate remedy at law, in monetary damages or otherwise. 6.7 Certain Disclosures. Nothing in or about this Agreement prohibits Executive from: (i) filing and, as provided for under Section 21F of the Securities Exchange Act of 1934, maintaining the confidentiality of a claim with the Securities and Exchange Commission (the “SEC”), (ii) providing the SEC with information that would otherwise violate this Section 6, to the extent permitted by Section 21F of the Securities Exchange Act of 1934, (iii) cooperating, participating or assisting in an SEC investigation or proceeding without notifying Buyer or (iv) receiving a monetary award as set forth in Section 21F of the Securities Exchange Act of 1934. Furthermore, Executive is advised that Executive shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of any information that constitutes a trade secret to which the Defend Trade Secrets Act (18 U.S.C. § 1833(b)) applies that is made: (A) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, in each case, solely for the purpose of reporting or investigating a suspected violation of law or (B) in a complaint or other document filed in a lawsuit or proceeding, if such filings are made under seal. 7. Indemnification. Section 9 of the Prior Agreement is hereby incorporated into this Agreement by reference as though fully set forth herein. Executive agrees to indemnify and hold harmless the Company and its directors, officers, employees, shareholders and agents and all of their respective successors and permitted assigns (the “ADT Indemnified Parties”) from and against any and all suits, claims, actions, liabilities, losses, damages, costs and expenses (including, but not limited to, interest, penalties, reasonable attorneys’ fees and other expenses of litigation) arising out of or resulting from, in each case, following the Transition Date: (a) a material breach of the terms of this Agreement by Executive; or (b) the negligent or wrongful acts or omissions of Executive or his agents. 7.1 The ADT Indemnified Parties shall have the right at their discretion and sole cost to be represented by their own counsel and to participate in the defense of any action in which an ADT Indemnified Party is named as a party defendant, and the ADT Indemnified Parties’ prior written approval will be required for any settlement that reasonably can be expected to require a material affirmative obligation of or result in any ongoing material liability to an ADT Indemnified Party. 8. Notices. Except as otherwise specifically provided herein, any notice, consent, demand or other communication to be given under or in connection with this Agreement shall be in writing and shall be deemed duly given when delivered personally, when transmitted by facsimile transmission, one (1) day after being deposited with Federal Express or other nationally recognized overnight delivery service or three (3) days after being mailed by first class mail, charges or postage prepaid, properly addressed, if to the Company, at its principal office, and, if to Executive, at his address set forth following his signature below. Either party may change such address from time to time by notice to the other. 9. Governing Law. This Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of Delaware, exclusive of any choice of law rules. 10. Amendments; Waivers. This Agreement may not be modified or amended or terminated except by an instrument in writing, signed by Executive and a duly-authorized officer of the Company (other than Executive). By an instrument in writing similarly executed, either party may waive compliance by the other party with any provision of this Agreement that such other party was or is obligated to comply with or perform; provided, however, that such waiver shall not operate as a waiver of, or estoppel with respect to, any other or subsequent failure. No failure to exercise and no delay in exercising any right, remedy, or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. To be effective, any written waiver must specifically refer to the condition(s) or provision(s) of this Agreement being waived. 11. Assignment. Except as otherwise specifically provided herein, neither party shall assign or transfer this Agreement nor any rights hereunder without the consent of the other party, and any attempted or purported assignment without such consent shall be void; provided, however, that any assignment or transfer pursuant to a merger or consolidation, or the sale or liquidation of all or substantially all of the business and assets of the Company shall be valid, so long as the assignee or transferee (a) is the successor to all or substantially all of the business and assets of the Company; and (b) assumes the liabilities, obligations and duties of the Company, as contained in this Agreement, either contractually or as a matter of law. Executive’s consent shall not be required for any such transaction. This Agreement shall otherwise bind and inure to the benefit of the Parties hereto and their respective successors, assigns, heirs, legatees, devisees, executors, administrators and legal representatives. 12. Voluntary Execution; Representations. Executive acknowledges that (a) he has consulted with or has had the opportunity to consult with independent counsel of his own choosing concerning this Agreement and has been advised to do so by the Company; and (b) he has read and understands this Agreement, is competent and of sound mind to execute this Agreement, is fully aware of the legal effect of this Agreement, and has entered into it freely based on his own judgment and without duress. Executive represents and covenants that his employment hereunder and compliance with the terms and conditions hereof will not conflict with or result in the breach by him of any agreement to which he is a party or by which he may be bound and in connection with his employment with the Company he will not engage in any unauthorized use of any confidential or proprietary information he may have obtained in connection with his employment with any other employer. The Company represents and warrants that it is fully authorized, by any person or body whose authorization is required, to enter into this Agreement and to perform its obligations under it. 13. Headings. The headings of the Sections and sub-sections contained in this Agreement are for convenience only and shall not be deemed to control or affect the meaning or construction of any provision of this Agreement. 14. Survivorship. Except as otherwise set forth in this Agreement, the respective rights and obligations of the Parties shall survive any termination of Executive’s employment. 15. Severability. Whenever possible, each provision or portion of any provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law but the invalidity or unenforceability of any provision or portion of any provision of this Agreement in any jurisdiction shall not affect the validity or enforceability of the remainder of this Agreement in that jurisdiction or the validity or enforceability of this Agreement, including that provision or portion of any provision, in any other jurisdiction. 16. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all such counterparts shall together constitute one and the same instrument. Signatures delivered by facsimile or PDF shall be effective for all purposes. 17. Entire Agreement. This Agreement (including Annex A attached hereto), the surviving provisions of the Prior Agreement referenced herein, the Restrictive Covenants and the agreements described in the attached Exhibits contain the entire agreement of the Parties and supersedes all prior or contemporaneous negotiations, correspondence, understandings and agreements between the Parties, regarding the subject matter of this Agreement, other than any other non-competition, non-solicitation, non-disparagement or non-disclosure or other similar agreement to which Executive may be a party, the covenants of which shall continue to apply to Executive in addition to the covenants in this Agreement, in accordance with the terms of such agreement. IN WITNESS WHEREOF, this Agreement has been duly executed by or on behalf of the Parties as of the date first above written.

ADT SECURITY CORPORATION: By: /s/ David Scott Name: David Scott Title: Executive Vice President and Chief People and Administration Officer EXECUTIVE: /s/ Donald M. Young Name: Donald M. Young Address: [***] Annex A RESTRICTED ENTITIES [***] Exhibit A FORM OF GENERAL RELEASE OF ALL CLAIMS THIS GENERAL RELEASE OF ALL CLAIMS (this “General Release”), dated as of March 6, 2025, is made by and between Donald Young (the “Executive”) and ADT Security Corporation (together with their successors and assigns, the “Company”). WHEREAS, the Company and Executive are parties to that certain Retirement and Consulting Agreement, dated as of March 6, 2025, (the “Retirement Agreement”), the terms of which are incorporated herein by reference; WHEREAS, except as otherwise expressly set forth herein, the parties hereto intend that this General Release shall effect a full satisfaction and release of the obligations described herein owed to Executive by the Company. NOW, THEREFORE, in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby covenant and agree as follows: 1. Executive, for himself or herself, Executive’s spouse, heirs, administrators, children, representatives, executors, successors, assigns, and all other individuals and entities claiming through Executive, if any (collectively, the “Releasers”), does hereby release, waive, and forever discharge the Company and its Affiliates, and, solely in their capacity as such, each of its and their respective agents, subsidiaries, parents, affiliates, related organizations, employees, officers, directors, attorneys, successors, and assigns in their capacities as such (collectively, the “Releasees”) from, and does fully waive any obligations of Releasees to Releasers for, any and all liability, actions, charges, causes of action, demands, damages, or claims for relief, remuneration, sums of money, accounts or expenses (including attorneys’ fees and costs) of any kind whatsoever, whether known or unknown or contingent or absolute, which heretofore has been or which hereafter may be suffered or sustained, directly or indirectly, by Releasers in consequence of, arising out of, or in any way relating to: (a) Executive’s employment or other services with the Company; (b) the termination of Executive’s employment or other services with the Company; and (c) the Prior Agreement, except as otherwise expressly set forth in the Retirement Agreement; or (d) any events occurring on or prior to the date of this General Release. The foregoing release and discharge, waiver and covenant not to sue includes, but is not limited to, all waivable claims and any obligations or causes of action arising from such claims, under common law including wrongful or retaliatory discharge, breach of contract (including but not limited to any claims under the Retirement Agreement) and any action arising in tort including libel, slander, defamation or intentional infliction of emotional distress, and claims under any federal, state or local statute including the Age Discrimination in Employment Act, as amended (“ADEA”) (including the Older Workers Benefit Protection Act (“OWBPA”)), Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1866 and 1871 (42 U.S.C. § 1981), the National Labor Relations Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Americans with Disabilities Act of 1990, the Rehabilitation Act of 1973, or the discrimination or employment laws of any state or municipality, and/or any claims under any express or implied contract which Releasers may claim existed with Releasees. This also includes a release of any claims for wrongful discharge and all claims for alleged physical or personal injury, emotional distress relating to or arising out of Executive’s employment with, or other services to, the Company or any of its subsidiaries or affiliates or the termination of that employment or other services; and any claims under the WARN Act or any similar law, which requires, among other things, that advance notice be given of certain work force reductions. Notwithstanding anything contained in this Section 1 above to the contrary, nothing contained herein shall constitute a release by any Releaser of any of his rights or remedies available to him, at law or in equity, related to, on account of, in connection with or in any way pertaining to the enforcement of: (i) any rights to the receipt of employee benefits which vested on or prior to the date of this General Release; (ii) the right to receive compensation and benefits under the Retirement Agreement; (iii) any equity rights; or (iv) this General Release or any of its terms or conditions. 2. Excluded from this General Release and waiver are any claims which cannot be waived by applicable law, including but not limited to the right to participate in an investigation conducted by certain government agencies. Executive does, however, waive Executive’s right to any monetary recovery should any government agency (such as the Equal Employment Opportunity Commission) pursue any claims on Executive’s behalf. Executive represents and warrants that Executive has not filed any complaint, charge, or lawsuit against the Releasees with any government agency or any court. 3. Executive agrees never to seek personal recovery from any Releasee in any forum for any claim covered by the above waiver and release language, except that Executive may bring a claim under the ADEA to challenge this General Release. If Executive violates this General Release by suing an Releasee (excluding any claim by Executive under the ADEA or as otherwise set forth in Section 1 hereof), then Executive shall be liable to the Releasee so sued for such Releasee’s reasonable attorneys’ fees and other litigation costs incurred in defending against such a suit. Nothing in this General Release is intended to reflect any party’s belief that Executive’s waiver of claims under ADEA is invalid or unenforceable, it being the intent of the parties that such claims are waived. 4. Executive agrees that neither this General Release, nor the furnishing of the consideration for this General Release, shall be deemed or construed at any time to be an admission by the Releasees of any improper or unlawful conduct. 5. The release in Section 1 of this General Release includes a waiver of claims against the Releasees under the ADEA and the OWBPA. Therefore, pursuant to the requirements of the ADEA and the OWBPA, Executive acknowledges and recites that Executive has: (a) executed this General Release knowingly and voluntarily; (b) had a reasonable opportunity to consider this General Release; (c) read and understands this General Release in its entirety (d) been afforded twenty-one (21) days from the date on which Executive received this General Release to consider it before signing it and acknowledges that any changes to this General Release subsequently agreed upon by the parties, whether material or immaterial, do not restart this 21-day period for consideration; (e) been advised that during a seven (7) day period after Executive signs the General Release, Executive may revoke Executive’s acceptance of this General Release by delivering written notice by hand or certified mail, return receipt requested, to David Smail, Executive Vice President, Chief Legal Officer and Secretary, and that this General Release shall not become effective or enforceable until after the revocation period has expired; (f) been advised and directed orally and in writing (and this subparagraph (f) constitutes such written direction) to seek legal counsel and any other advice Executive wishes with respect to the terms of this General Release before executing it; and

(g) relied solely on Executive’s own judgment, belief and knowledge, and such advice as Executive may have received from Executive’s legal counsel. 6. Section 9 of the Retirement Agreement, which shall survive the expiration of the Retirement Agreement for this purpose, shall apply to any dispute with regard to this General Release. 7. Capitalized terms used but not defined in this General Release have the meanings ascribed to such terms in the Retirement Agreement. 8. This General Release may be executed by Executive in one or more counterparts, each of which shall be an original and all of which shall together constitute one and the same instrument. Each counterpart may be delivered by facsimile transmission or e-mail (as a .pdf, .tif or similar un-editable attachment), which transmission shall be deemed delivery of an originally executed counterpart hereof. 9. Exceptions and No Interference with Rights. Nothing in the Retirement Agreement or this General Release is intended to waive claims (a) for unemployment or workers’ compensation benefits, (b) for vested rights under ERISA-covered employee benefit plans as applicable on the date Executive signs, or reaffirms, this General Release, (c) that may arise after Executive signs, or reaffirms, this General Release, or (d) which cannot be released by private agreement. In addition, nothing in the Retirement Agreement or this General Release including but not limited to the acknowledgements, release, confidentiality of agreement, nondisparagement, cooperation, protection of trade secrets and confidential information, return of confidential information, and return of property provisions, prevent Executive from filing a charge or complaint with or from participating in an investigation or proceeding conducted by the EEOC, NLRB, or any other any federal, state or local agency charged with the enforcement of any laws, or from exercising rights under Section 7 of the NLRA to engage in joint activity with other employees, although by signing this release Executive is waiving rights to individual relief based on claims asserted in such a charge or complaint, or asserted by any third-party on Executive’s behalf, except where such a waiver of individual relief is prohibited. [Signature page follows] IN WITNESS WHEREOF, Executive has executed this General Release as of the day and year first above written. EXECUTIVE: /s/ Donald M. Young Name: Donald M. Young Address: [***]
fawadahmadofferletter

March 18, 2025 Mr. Fawad Ahmad Dear Fawad: I am pleased to offer you a position as Executive Vice President & Chief Operating and Customer Officer, with all of the duties, authorities and responsibilities commensurate with this role, for ADT LLC (with its affiliates and successors, the “Company”, or “ADT”), and subject to approval by the Compensation Committee of the Board of Directors. This position will report to Jim DeVries, President & Chief Executive Officer and will be based in Boca Raton, FL. Your employment will begin on April 14, 2025. Your compensation and benefits are described below. Base Salary You will receive a bi-weekly salary of $23,076.92 ($600,000 annualized) effective on your start date. This salary level will be reviewed on an annual basis beginning in 2026 and may be adjusted based on your performance and that of the Company. Sign-on Bonus: You will also receive a cash sign-on bonus of $500,000 to be paid as soon as administratively practical after your employment start date, subject to execution of a Sign-On Bonus Repayment Agreement. This bonus is taxable, and the payment of a sign-on bonus will reflect standard withholding deductions. Should you voluntarily terminate your employment or be terminated for cause within two years of your start date, you must repay this one-time bonus in full. Annual Incentive Plan You will be eligible to participate in the Company's annual incentive plan for Fiscal Year 2025 with payment in early 2026. Under this plan, your target bonus will equal 100% of your annual base salary. Determination of actual award levels relative to the target bonus will be based on the Company's financial performance as well as your individual contribution, and awards will be paid in accordance with the terms of the plan. For Fiscal Year 2025, the annual incentive award will be prorated based on your hire date. Long Term Incentive Program You will be eligible to participate in the annual long-term incentive program of ADT LLC in 2026 at the time the Company makes such grants to employees. The grant date value for your annual award is $1,000,000, as approved by the Compensation Committee of the Board of Directors. You will receive more information about your awards detailing the terms and conditions after they have been granted and approved by the Compensation Committee. New Hire Equity Grant You will also receive a one-time sign-on equity award with a grant date value of $2,500,000 in the form of Restricted Stock Units following your hire date, and upon approval by the Compensation Committee of the Board of Directors. The Restricted Stock Units will have a grant price equal to the closing price on the date of grant and will vest in equal increments over a 3-year period. You will receive more information about your awards detailing the terms and conditions after they have been granted and approved by the Compensation Committee. Relocation This position requires that you work from the Company office located in Boca Raton, Florida. Accordingly, it will be necessary for you to relocate to the Boca Raton area. You are eligible to receive the Program “A” relocation policy package. To assist you with relocation, a representative from Weichert Relocation Resources will contact you to begin the process. Enclosed with this letter is information regarding the ADT relocation policy and a Relocation Expense Reimbursement Agreement. Please sign the Agreement and return it along with the signed original of this offer letter. Note that the ADT Relocation Program “A” includes reimbursement for temporary living expenses in your new work location. All expenses you incur in your new work location, including associated airfare, lodging and meals are considered temporary living expenses and must be submitted on Weichert’s Relocation Expense Form. These expenses cannot be submitted for reimbursement through the Company’s standard T&E process. Benefits ADT offers a comprehensive benefits package including several choices in medical, dental, vision and disability programs as well as a variety of voluntary benefits. You will be eligible to participate in the benefits program effective the first of the month following 31 days of employment. You will receive additional information regarding your benefits during your Company New Hire Orientation. If you do not receive your benefits package within 31-days of your hire date, you should contact EmployeeAccess at 1-888-833-1839. ADT Retirement Savings and Investment Plan (“RSIP,” or “401(k) Plan”) You are eligible to participate in the 401(k) Plan from your date of hire. The 401(k) Plan provides for retirement savings through pre-tax and/or Roth employee contributions and a Company matching contribution. You will be fully vested in the Company matching contribution after three years of service. ADT Supplemental Savings and Retirement Plan (“SSRP”) In addition to the 401(k) Plan, the Company offers you another opportunity to save money on a tax-deferred basis above the IRS or Plan limits within the 401(k) Plan. Under this non-qualified program, you may defer a portion of your base salary and/or annual performance-based bonus and have the opportunity to receive distributions while still working for ADT. If you participate in the SSRP, you may receive Company contributions equal to the matching percentage rate you would be eligible to receive under the 401(k) Plan. Limited plan options are available during mid-year enrollments, while all options are available during annual enrollment, held each December for the upcoming Plan year. More details are available within your enrollment materials, which will be provided to you after your hire date. Medical and/or Dental Plans You will be eligible to participate in the Company-sponsored Medical and/or Dental plan, on a contributory basis, effective the first of the month following 31 days of employment with the Company. All of our benefit programs are reviewed annually and changes in plan design and/or employee contributions are the norm. Executive Physical Program You will be eligible to participate in the Company’s Executive Health Management Program. Information will be sent to you under separate cover. Paid Time Off (PTO) and Holidays You will be eligible for paid time off (PTO) in accordance with the Company PTO policy. You will be provided with details during new hire orientation. Additionally, you will be provided with a copy of this year's holiday schedule. Severance Plans You will be eligible to participate in The ADT INC. Severance Plan for U.S. Officers and Executives (“Severance Plan”). Governing Law The validity, interpretation, construction and performance of the provisions of this offer letter shall be governed by the laws of the state of Florida without reference to principles of conflicts of laws that would direct the application of the law of any other jurisdiction. In the event of any dispute between the parties, it is agreed that the United States courts shall be the exclusive forum for the resolution of the same. Severability; Successors The invalidity or unenforceability of any provision of this offer letter will not affect the validity or enforceability of the other provisions of this offer letter, which will remain in full force and effect. Moreover, if any provision is found to be excessively broad in duration, scope or covered activity, the provision will be construed, and to the extent necessary will be deemed to be amended, so as to be enforceable to the maximum extent compatible with applicable law. Any non-solicitation and/or non-competition provision contained in this offer letter is expressly intended to benefit the Company (which includes all parents, subsidiaries, and/or affiliated entities as third-party beneficiaries) and its successors and assigns; and the parties expressly authorize the Company (including all third party beneficiaries) and its successors and assigns to enforce these provisions. Employment Relationship; Modification of Terms of Offer Please be advised that neither this letter nor any statement made by ADT or its parents, subsidiaries, or affiliates is intended to be a contract of employment for a definite period of time. That means that the employment relationship established by this letter is “at will” and either you or ADT may terminate the employment relationship at any time and for any reason, with or without cause or notice. The Company may from time to time and in its own discretion, change the terms and conditions of your employment with or without notice. Conditions of Employment Your employment is contingent upon the following which will be described below in greater detail: • Execution of this offer letter • Successful completion of a background check • Successful completion of a drug test • Documentation of your identity and unrestricted legal authority to work in the United States Additionally, your on-going employment will be conditioned upon: 1) execution of and on-going compliance with the Company's Non-Competition and Non-Solicitation Agreement; 2) execution of and on-going compliance with the Company's Confidentiality and New Inventions Agreement; and 3) your acknowledgement of and compliance with the ADT Code of Conduct, which will be provided for your review during your first week of employment. To indicate your acceptance of this offer, please return a signed copy of this letter to me. Once you have indicated your acceptance of this offer, you will receive an email from ADT with a link that you will need to access in order to provide additional information so that we may conduct your background investigation and drug screening. After submitting your background investigation information, you will receive an email from First Advantage with a link to obtain your drug screening form. Drug screening must be completed within 48 business hours of receipt of the drug testing instructions email. The background investigation must be completed and cleared before your first day of employment. A Company representative will contact you to confirm your start date. During your first three (3) business days of employment, you will be required to provide documentation that satisfies requirements of the Form I-9. Please note that this is a legal requirement under federal immigration laws. Fawad, I am excited about the prospect of your joining the ADT leadership team. Should you have any questions about any of the items indicated above, please call me. Sincerely, Dave Scott Executive Vice President & Chief People and Administration Officer I understand that neither this letter nor any statement made by the Company is intended to be a contract of employment for a definite period of time, and either the Company or I may terminate my employment relationship at any time and for any reason, with or without cause or notice. I hereby accept this offer of employment with the Company. ACCEPTED: /s/ Fawad Ahmad______________________________________ Fawad Ahmad March 18, 2025______________________________________ Date
davidscottofferletter

September 12, 2023 Mr. David Scott 302 S Humboldt Street Denver, CO 80209 Dear David: I am pleased to offer you a position as Executive Vice President, Chief People and Administration Officer, with all of the duties, authorities and responsibilities commensurate with this role, for ADT LLC (with its affiliates and successors, the “Company”, or “ADT”), and subject to approval by the Compensation Committee of the Board of Directors. This position will report to Jim DeVries, President & Chief Executive Officer and will be based in Boca Raton, FL. Your employment will begin on Monday, September 18, 2023. Your compensation and benefits are described below. Base Salary You will receive a bi-weekly salary of $18,269.23 ($475,000 annualized) effective on your start date. This salary level will be reviewed on an annual basis beginning in 2024 and may be adjusted based on your performance and that of the Company. Sign-on Bonus: You will also receive a cash sign-on bonus of $250,000 to be paid as soon as administratively practical after your employment start date, subject to execution of a Sign-On Bonus Repayment Agreement. This bonus is taxable, and the payment of a sign-on bonus will reflect standard withholding deductions. Should you voluntarily terminate your employment or be terminated for cause within one-year of your start date, you must repay this one-time bonus in full. Annual Incentive Plan You will be eligible to participate in the Company's annual incentive plan for Fiscal Year 2023 with payment in early 2024. Under this plan, your target bonus will equal 70% of your annual base salary. Determination of actual award levels relative to the target bonus will be based on the Company's financial performance as well as your individual contribution, and awards will be paid in accordance with the terms of the plan. For Fiscal Year 2023, the annual incentive award will be prorated based on your start date and is guaranteed at target. Long Term Incentive Program You will be eligible to participate in the annual long-term incentive program of ADT LLC in 2024 at the time the Company makes such grants to employees. The grant date value for your 2024 annual award is $500,000, as approved by the Compensation Committee of the Board of Directors. The grant date value for future annual awards will be $750,000, as approved by the Compensation Committee of the Board of Directors. You will receive more information about your awards detailing the terms and conditions after they have been granted and approved by the Compensation Committee. Relocation This position requires that you work from the Company office located in Boca Raton, Florida. Accordingly, it will be necessary for you to relocate to the Boca Raton area no later than during the Summer of 2024. You are eligible to receive the Program “A” relocation policy package. To assist you with relocation, a representative from Weichert Relocation Resources will contact you to begin the process. Enclosed with this letter is information regarding the ADT relocation policy and a Relocation Expense Reimbursement Agreement. Please sign the Agreement and return it along with the signed original of this offer letter. Benefits ADT offers a comprehensive benefits package including several choices in medical, dental, vision and disability programs as well as a variety of voluntary benefits. You will be eligible to participate in the benefits program effective the first of the month following 31 days of employment. You will receive additional information regarding your benefits during your Company New Hire Orientation. If you do not receive your benefits package within 31-days of your hire date, you should contact EmployeeAccess at 1-888-833-1839. ADT Retirement Savings and Investment Plan (“RSIP,” or “401(k) Plan”) You are eligible to participate in the 401(k) Plan from your date of hire. The 401(k) Plan provides for retirement savings through pre-tax and/or Roth employee contributions and a Company matching contribution. You will be fully vested in the Company matching contribution after three years of service. ADT Supplemental Savings and Retirement Plan (“SSRP”) In addition to the 401(k) Plan, the Company offers you another opportunity to save money on a tax-deferred basis above the IRS or Plan limits within the 401(k) Plan. Under this non-qualified program, you may defer a portion of your base salary and/or annual performance-based bonus and have the opportunity to receive distributions while still working for ADT. If you participate in the SSRP, you may receive Company contributions equal to the matching percentage rate you would be eligible to receive under the 401(k) Plan. Limited plan options are available during mid-year enrollments, while all options are available during annual enrollment, held each December for the upcoming Plan year. More details are available within your enrollment materials, which will be provided to you after your hire date. Medical and/or Dental Plans You will be eligible to participate in the Company-sponsored Medical and/or Dental plan, on a contributory basis, effective the first of the month following 31 days of employment with the Company. All of our benefit programs are reviewed annually and changes in plan design and/or employee contributions are the norm. Executive Physical Program You will be eligible to participate in the Company’s Executive Health Management Program. Information will be sent to you under separate cover. Paid Time Off (PTO) and Holidays You will be eligible for paid time off (PTO) in accordance with the Company PTO policy. You will be provided with details during new hire orientation. Additionally, you will be provided with a copy of this year's holiday schedule. Severance Plans You will be eligible to participate in The ADT INC. Severance Plan for U.S. Officers and Executives (“Severance Plan”). Governing Law The validity, interpretation, construction and performance of the provisions of this offer letter shall be governed by the laws of the state of Florida without reference to principles of conflicts of laws that would direct the application of the law of any other jurisdiction. In the event of any dispute between the parties, it is agreed that the United States courts shall be the exclusive forum for the resolution of the same. Employment Relationship; Modification of Terms of Offer Please be advised that neither this letter nor any statement made by ADT or its parents, subsidiaries, or affiliates is intended to be a contract of employment for a definite period of time. That means that the employment relationship established by this letter is “at will” and either you or ADT may terminate the employment relationship at any time and for any reason, with or without cause or notice. The Company may from time to time and in its own discretion, change the terms and conditions of your employment with or without notice. Conditions of Employment Your employment is contingent upon the following which will be described below in greater detail: • Execution of this offer letter • Successful completion of a background check • Successful completion of a drug test • Documentation of your identity and unrestricted legal authority to work in the United States Additionally, your on-going employment will be conditioned upon: 1) execution of and on-going compliance with the Company's Confidentiality and Non-Solicitation Agreement for Colorado employees, which will be operative while you are working from Colorado; 2) execution of and on-going compliance with the Company's Non- Competition and Non-Solicitation Agreement for Florida employees, which will be operative once you relocate to Florida; 3) execution of and on-going compliance with the Company's Confidentiality and New Inventions Agreement; and 4) your acknowledgement of and compliance with the ADT Code of Conduct, which will be provided for your review during your first week of employment. To indicate your acceptance of this offer, please return a signed copy of this letter to me. Once you have indicated your acceptance of this offer, you will receive an email from ADT with a link that you will need to access in order to provide additional information so that we may conduct your background investigation and drug screening. After submitting your background investigation information, you will receive an email from First Advantage with a link to obtain your drug screening form. Drug screening must be completed within 48 business hours of receipt of the drug testing instructions email. The background investigation must be completed and cleared before your first day of employment. A Company representative will contact you to confirm your start date. During your first three (3) business days of employment, you will be required to provide documentation that satisfies requirements of the Form I-9. Please note that this is a legal requirement under federal immigration laws. David, I am excited about the prospect of your joining the ADT leadership team. Should you have any questions about any of the items indicated above, please call me. Sincerely, Jim DeVries President & Chief Executive Officer I understand that neither this letter nor any statement made by the Company is intended to be a contract of employment for a definite period of time, and either the Company or I may terminate my employment relationship at any time and for any reason, with or without cause or notice. I hereby accept this offer of employment with the Company. ACCEPTED: /s/ David Scott______________________________________ David Scott September 13, 2023______________________________________ Date
Document
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
I, James D. DeVries, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of ADT Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: April 24, 2025
| /s/ James D. DeVries |
|---|
| James D. DeVries |
| Chairman, President and Chief Executive Officer |
Document
Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
I, Jeffrey Likosar, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of ADT Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: April 24, 2025
| /s/ Jeffrey Likosar |
|---|
| Jeffrey Likosar |
| President, Corporate Development and Transformation, and Chief Financial Officer |
Document
Exhibit 32.1
ADT INC.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
I, James D. DeVries, Chairman, President and Chief Executive Officer of ADT Inc. (the “Company”), do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
•the Quarterly Report on Form 10-Q of the Company for the quarter ended March 31, 2025 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
•information contained in the Report fairly presents, in all material respects, the financial condition and results of the operations of the Company.
| /s/ James D. DeVries |
|---|
| James D. DeVries |
| Chairman, President and Chief Executive Officer |
| April 24, 2025 |
The foregoing certification is being furnished as an exhibit to the Report pursuant to Item 601(b)(32) of Regulation S-K and Section 1350 of Title 18 of the United States Code and, accordingly, is not being filed with the U.S. Securities and Exchange Commission as part of the Report and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Report, irrespective of any general incorporation language contained in such filing).
Document
Exhibit 32.2
ADT INC.
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
I, Jeffrey Likosar, President, Corporate Development and Transformation, and Chief Financial Officer of ADT Inc. (the “Company”), do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
•the Quarterly Report on Form 10-Q of the Company for the quarter ended March 31, 2025 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
•information contained in the Report fairly presents, in all material respects, the financial condition and results of the operations of the Company.
| /s/ Jeffrey Likosar |
|---|
| Jeffrey Likosar |
| President, Corporate Development and Transformation, and Chief Financial Officer |
| April 24, 2025 |
The foregoing certification is being furnished as an exhibit to the Report pursuant to Item 601(b)(32) of Regulation S-K and Section 1350 of Title 18 of the United States Code and, accordingly, is not being filed with the U.S. Securities and Exchange Commission as part of the Report and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Report, irrespective of any general incorporation language contained in such filing).