Cummins Wes 4

What Happened

• Wes Cummins, CEO and Chairman of Applied Digital Corporation (APLD), received 800,000 shares on June 22, 2026 upon the vesting of performance stock units (PSUs) granted November 15, 2024.
• On the same date 314,800 shares were withheld to cover tax obligations at $45.20 per share, a withholding value of $14,228,960. The withholding is a tax payment mechanism and is not an open-market sale.

Key Details

• Transaction date: June 22, 2026; Form 4 filed June 24, 2026 (timely).
• Award code: A (award/grant/acquisition) for 800,000 shares; F (payment of tax liability) for withholding of 314,800 shares at $45.20 each.
• Withheld shares value: 314,800 × $45.20 = $14,228,960.
• Shares owned after transaction: not specified in the provided filing summary. Report notes include 742,166 shares held in the reporting person’s IRA and additional holdings via Cummins Family Ltd. and 272 Capital.
• Footnotes of note:
  • F1: The 800,000 shares were issued upon vesting of PSUs (one-for-one).
  • F4: The withholding of shares for taxes does not constitute an actual sale or open-market transaction.
  • F3: Cummins also holds 1,500,000 RSUs granted Jan 6, 2026 with a multi-year vest schedule (300,000 cliff on Jan 6, 2027, then 150,000 every six months thereafter).

Context

• This filing reflects a typical equity-compensation vesting event and related tax withholding rather than a voluntary open-market sale or purchase. PSUs and RSUs are contingent awards that convert to common stock when vesting conditions are met.