Ownership Submission

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Shikin Vasily 2. Issuer Name and Ticker or Trading Symbol AppLovin Corp [APP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Technology Officer (Last) (First) (Middle) 1100 PAGE MILL ROAD 3. Date of Earliest Transaction (Month/Day/Year) 11/20/2024 (Street) PALO ALTO, CA 94304 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 11/20/2024 F 51,745(1) D $325.22 4,512,612(2) D Class A Common Stock 11/21/2024 S 2,699(3) D $309.84(4) 4,509,913(2) D Class A Common Stock 11/21/2024 S 4,582(3) D $310.7(5) 4,505,331(2) D Class A Common Stock 11/21/2024 S 5,500(3) D $312.25(6) 4,499,831(2) D Class A Common Stock 11/21/2024 S 16,624(3) D $313.15(7) 4,483,207(2) D Class A Common Stock 11/21/2024 S 14,182(3) D $314.14(8) 4,469,025(2) D Class A Common Stock 11/21/2024 S 19,344(3) D $315.24(9) 4,449,681(2) D Class A Common Stock 11/21/2024 S 26,333(3) D $316.22(10) 4,423,348(2) D Class A Common Stock 11/21/2024 S 37,469(3) D $317.21(11) 4,385,879(2) D Class A Common Stock 11/21/2024 S 163,536(3) D $318.15(12) 4,222,343(2) D Class A Common Stock 11/21/2024 S 71,473(3) D $319.11(13) 4,150,870(2) D Class A Common Stock 11/21/2024 S 56,869(3) D $320.21(14) 4,094,001(2) D Class A Common Stock 11/21/2024 S 42,903(3) D $321.16(15) 4,051,098(2) D Class A Common Stock 11/21/2024 S 24,366(3) D $322.1(16) 4,026,732(2) D Class A Common Stock 11/21/2024 S 34,589(3) D $323.17(17) 3,992,143(2) D Class A Common Stock 11/21/2024 S 25,815(3) D $324.1(18) 3,966,328(2) D Class A Common Stock 11/21/2024 S 28,600(3) D $325.15(19) 3,937,728(2) D Class A Common Stock 11/21/2024 S 13,600(3) D $326.22(20) 3,924,128(2) D Class A Common Stock 11/21/2024 S 4,504(3) D $327.18(21) 3,919,624(2) D Class A Common Stock 11/21/2024 S 600(3) D $327.9 3,919,024(2) D Class A Common Stock 105,889 I See footnote(22) Class A Common Stock 105,889 I See footnote(23) Class A Common Stock 105,889 I See footnote(24) Class A Common Stock 425,450 I See footnote(25)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)	6. Date Exercisable and Expiration Date (Month/Day/Year)	7. Title and Amount of Underlying Securities (Instr. 3 and 4)	8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Director	10% Owner	Officer	Other
Shikin Vasily 1100 PAGE MILL ROAD PALO ALTO, CA 94304			Chief Technology Officer

Signatures

/s/ Victoria Valenzuela, Attorney-in-fact	11/22/2024
**Signature of Reporting Person	Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of previously reported Restricted Stock Units ("RSUs").
(10)	The sales were executed in multiple trades at prices ranging from $315.64 to $316.63. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(11)	The sales were executed in multiple trades at prices ranging from $316.64 to $317.63. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(12)	The sales were executed in multiple trades at prices ranging from $317.64 to $318.63. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(13)	The sales were executed in multiple trades at prices ranging from $318.64 to $319.64. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(14)	The sales were executed in multiple trades at prices ranging from $319.65 to $320.65. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(15)	The sales were executed in multiple trades at prices ranging from $320.66 to $321.66. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(16)	The sales were executed in multiple trades at prices ranging from $321.66 to $322.65. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(17)	The sales were executed in multiple trades at prices ranging from $322.66 to $323.65. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(18)	The sales were executed in multiple trades at prices ranging from $323.66 to $324.65. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(19)	The sales were executed in multiple trades at prices ranging from $324.66 to $325.64. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(2)	Certain of these securities are represented by RSUs.
(20)	The sales were executed in multiple trades at prices ranging from $325.66 to $326.56. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(21)	The sales were executed in multiple trades at prices ranging from $326.76 to $327.67. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(22)	Shares are held by ES48 Holdings Trust for the benefit of the Reporting Person's immediate family members.
(23)	Shares are held by IK50 Holdings Trust for the benefit of the Reporting Person's immediate family members.
(24)	Shares are held by IS37 Holdings Trust, for which the Reporting Person's spouse serves as trustee.
(25)	Shares are held by The Shikin 2020 Irrevocable GST Trust for the benefit of the Reporting Person's children.
(3)	The reported shares were sold to satisfy the Reporting Person's tax liability in connection with the vesting of performance units ("PSUs").
(4)	The sales were executed in multiple trades at prices ranging from $309.10 to $310.09. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(5)	The sales were executed in multiple trades at prices ranging from $310.21 to $311.09. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(6)	The sales were executed in multiple trades at prices ranging from $311.58 to $312.50. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(7)	The sales were executed in multiple trades at prices ranging from $312.60 to $313.56. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(8)	The sales were executed in multiple trades at prices ranging from $313.63 to $314.60. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
(9)	The sales were executed in multiple trades at prices ranging from $314.63 to $315.62. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

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