ADT Inc. filed soliciting material under Rule 14a-12 on October 29, 2026, disclosing a LinkedIn communication announcing the company's agreement to be acquired by Thrive Holdings.

Key Highlights

  • Acquisition agreement: ADT Inc. has entered into an agreement to be acquired by Thrive Holdings, described in the filing as "a long-term holding company focused on investing in established businesses and advancing their capabilities through technology."
  • Soliciting material: The filing is classified as soliciting material pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, filed by the registrant ADT Inc.
  • Proxy statement planned: According to the filing, the company intends to file a proxy statement in preliminary and definitive form in connection with the proposed transaction.
  • Transaction risks disclosed: The filing lists risks including the possibility that required stockholder and regulatory approvals may not be obtained, and that a termination fee could become payable under certain circumstances.
  • Participant disclosures referenced: The filing identifies directors and executive officers, including Kimberly Miller and Paul J. Smith, among others, as potential participants in the proxy solicitation.

ADT's Agreement to Be Acquired by Thrive Holdings

ADT Inc., a provider of smart home security products and services with a nationwide service network, disclosed on October 29, 2026 that it has entered into a definitive transaction agreement to be acquired by Thrive Holdings. The filing reproduces a LinkedIn communication in which ADT stated the combination is intended to bring together the company's "longstanding security experience, nationwide service network and customer trust with Thrive Holdings' engineering capabilities and long-term approach to ownership."

The company indicated its focus on smart home security and customer protection would continue following the transaction. ADT described itself as aiming to "build on our smart home security expertise, strengthen our products and services and provide more customers with peace of mind," according to the communication reproduced in the filing. No financial terms of the acquisition agreement, such as purchase price or per-share consideration, were disclosed in this filing.

The filing includes a list of risks associated with the proposed transaction. These include, according to the filing: the risk the transaction may not be completed on a timely basis or at all; the failure to receive required stockholder approvals; the possibility that regulatory approvals may not be obtained or may be conditioned; the risk of competing acquisition offers; the possibility that a termination fee could become payable; and the risk that announcement or pendency of the transaction could affect the company's ability to retain key employees or maintain customer and supplier relationships. The filing also references risk factors set forth in ADT's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and its Quarterly Reports on Form 10-Q for quarters ended March 31, 2026 and June 30, 2026.

What Was Disclosed

ADT Inc. filed soliciting material under Rule 14a-12 announcing an agreement to be acquired by Thrive Holdings, disclosing transaction risks, and stating the company plans to file a proxy statement. No deal price or closing timeline was specified in the filing.