ADT Inc 美股招股说明书（2026年5月4日版）

Filed pursuant to Rule 424(b)(7)Registration No. 333-277698 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectussupplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction wheresuch offer or sale is not permitted. Subject to Completion, dated May 4, 2026PRELIMINARY PROSPECTUS SUPPLEMENT(to the Prospectus dated March 6, 2024) The information included or incorporated by reference in this prospectus supplement relates solely to the resale of up to anaggregate of 102,000,366 shares of our common stock, par value $0.01 per share (the “Common Stock”), by Prime SecurityServices TopCo (ML), L.P. and Prime Security Services TopCo (ML II), L.P. (together, the “selling stockholders”). Our shares of Common Stock are listed on the New York Stock Exchange, or the “NYSE,” under the symbol “ADT.” We will not receive any of the proceeds from the sale of the shares of Common Stock by any selling stockholder. We have agreed topay all expenses relating to registering the shares of Common Stock. The selling stockholders will pay any brokerage commissionsand/or similar charges incurred for the sale of these shares of Common Stock. Subject to the completion of this offering, we intend to concurrently purchase from the underwritersup to 29,142,961 shares of ourCommon Stock that are the subject of this offering at a price per share equal to the price at which the underwriters will purchasethe shares from the selling stockholders in this offering (the “Repurchase”). The underwriters will not receive any compensationfor the shares of Common Stock being purchased by us. The offering is not conditioned upon the completion of the Repurchase. Investing in the Common Stock involves risks that are described in the “Risk Factors” section beginning on pageS-13of this prospectus supplement. Subject to certain conditions, the underwriters have agreed to purchase the shares of Common Stock from the selling stockholders at aprice of $per share, which will result in approximately $of net proceeds to the selling stockholders (before deductingestimated offering expenses). The underwriters may offer the shares of Common Stock, other than shares subject to the Repurchase,from time to time for sale in one or more transactions to purchasers, directly or through agents, or through brokers in brokeragetransactions, on the NYSE, in the over-the-counter market, through negotiated transactions or in a combination of such methods ofsale, at a fixed price or prices, which may be changed, or otherwise at market prices prevailing at the time of sale, at prices related toprevailing market prices or at negotiated prices, subject to receipt and acceptance by them and subject to their right to reject any Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securitiesor determined if this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense. The shares will be ready for delivery on or about, 2026. Barclays Citigroup The date of this prospectus supplement is TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTUSE OF NON-GAAP FINANCIAL INFORMATIONINCORPORATION OF DOCUMENTS BY REFERENCEWHERE YOU CAN FIND MORE INFORMATIONMARKET AND INDUSTRY DATACAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSPROSPECTUS SUMMARYCOMPANY OVERVIEWCORPORATE INFORMATIONRECENT DEVELOPMENTSOUR SIGNIFICANT STOCKHOLDERTHE OFFERINGSUMMARY HISTORICAL AND OTHER DATARISK FACTORSTHE REPURCHASEUSE OF PROCEEDSSELLING STOCKHOLDERSMATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONSUNDERWRITING (CONFLICTS OF INTEREST)LEGAL MATTERS Prospectus THE COMPANYRISK FACTORS ABOUT THIS PROSPECTUS SUPPLEMENT To understand the terms of the shares of our Common Stock offered by this prospectus supplement, you should carefully read thisprospectus supplement. You should also read the documents referred to under the heading “Where You Can Find More Information” This prospectus supplement is part of a registration statement on Form S-3 that ADT Inc., a Delaware corporation, which is alsoreferred to as “ADT,” “the Company,” “we,” “us,” and “our,” has filed with the U.S. Securities and Exchange Commission (the“Commission”), using an “automatic shelf” registration or continuous offering process. References to “Apollo” refer to Apollo GlobalManagement, LLC and its subsidiaries. References to “Apollo Group” refer to (a)the selling stockholders, (b)Apollo Investment FundVIII, L.P. and (c)each of their respective affiliates (including, for the avoidance of doubt, any syndication vehicles and excluding, for THE SECURITIES OFFERED HEREBY HAVE NOT BEEN RECOMMENDED BY ANY UNITED STATES FEDERALOR STATE OR ANY NON-U.S. SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE Neither we, the selling stockholders, nor any of the underwr