4//SEC Filing
Cummins Wes 4
Accession 0001144879-26-000008
CIK 0001144879other
Filed
Jan 7, 7:00 PM ET
Accepted
Jan 8, 5:08 PM ET
Size
11.2 KB
Accession
0001144879-26-000008
Insider Transaction Report
Form 4
Cummins Wes
DirectorCEO; Chairman
Transactions
- Award
Common Stock
2026-01-06+1,500,000→ 4,341,329 total - Award
Performance Stock Units
2026-01-06+4,500,000→ 4,500,000 total→ Common Stock (4,500,000 underlying)
Holdings
- 17,590,238(indirect: See Footnote.)
Common Stock
- 722,483(indirect: See Footnote)
Common Stock
Footnotes (5)
- [F1]Restricted stock units ("RSUs") granted on January 6, 2026 (the "Grant Date") represent a contingent right to receive shares of common stock of Applied Digital Corporation (the "Company") on a one-for-one basis, have no expiration date, and vest as follows: 300,000 RSUs on January 6, 2027 (the "Cliff Date"), with the remainder vesting in equal installments of 150,000 RSUs every six months after the Cliff Date, such that the RSUs will be fully vested on the five-year anniversary of the Grant Date, each such vesting subject to the Reporting Person's continued full-time employment with the Company in a role approved by the Board of Directors of the Company through the applicable vesting date or accelerated vesting upon certain conditions.
- [F2]Includes 742,166 shares held in the Reporting Person's IRA. Also includes (i) 600,000 RSUs granted on April 4, 2023, which represent a contingent right to receive shares of common stock of the Company on a one-for-one basis and have no expiration, of which 500,000 RSUs have vested and 100,000 RSUs will vest on April 4, 2026, and (ii) 600,000 RSUs granted on October 10, 2024, which represent a contingent right to receive shares of common stock of the Company on a one-for-one basis and have no expiration date, of which 200,000 RSUs have vested and 100,000 RSUs will vest on each of April 10, 2026, October 10, 2026, April 10, 2027 and October 10, 2027; in each case, subject to the Reporting Person's continued full-time employment with the Company in a role approved by the Board of Directors of the Company through such date or accelerated vesting upon certain conditions.
- [F3]Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO.
- [F4]Shares are held by 272 Capital, LP, of which the Reporting Person was the President and CEO.
- [F5]Performance stock units ("PSUs") granted on January 6, 2026 represent a contingent right to receive shares of common stock of the Company on a one-for-one basis and vest in three equal tranches over a period of five years, with each tranche subject to a performance-based vesting condition that requires achievement of an average closing stock price hurdle (equal to $50, $75 and $100, respectively), as measured over a 90 consecutive calendar day period, as described in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 8, 2026, subject to the Reporting Person's continued full-time employment with the Company in a role approved by the Board of Directors of the Company or within twelve months following certain terminations of employment.
Documents
Issuer
Applied Digital Corp.
CIK 0001144879
Entity typeother
Related Parties
1- filerCIK 0001391935
Filing Metadata
- Form type
- 4
- Filed
- Jan 7, 7:00 PM ET
- Accepted
- Jan 8, 5:08 PM ET
- Size
- 11.2 KB