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[Form 4] Applied Digital Corp. Insider Trading Activity

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Applied Digital Corp. CEO and Chairman Wes Cummins reported equity compensation activity and related tax withholding. He received 800,000 shares of common stock upon the vesting of performance stock units granted on November 15, 2024, at a price of $0.00 per share. To cover taxes on this vesting, 314,800 shares were withheld by the company, which the filing notes is not an open-market sale. After these transactions, Cummins directly holds 4,787,600 shares of common stock. The filing also notes indirect holdings, including 742,166 shares in his IRA and additional shares held through entities such as Cummins Family Ltd. and 272 Capital, as well as 1,500,000 restricted stock units granted on January 6, 2026 that vest over five years.

Positive

  • None.

Negative

  • None.
Insider Cummins Wes
Role CEO; Chairman
Type Security Shares Price Value
Grant/Award Common Stock 800,000 $0.00 --
Tax Withholding Common Stock 314,800 $45.20 $14.23M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 5,102,400 shares (Direct, null); Common Stock — 17,590,238 shares (Indirect, See Footnote.)
Footnotes (1)
  1. Shares received upon the vesting of 800,000 performance stock units ("PSUs") granted on November 15, 2024, which represented a contingent right to receive shares of common stock of Applied Digital Corporation (the "Company") on a one-for-one basis. Includes 742,166 shares held in the Report Person's IRA. Includes 1,500,000 restricted stock units ("RSUs") granted on January 6, 2026 (the "Grant Date") which represent a contingent right to receive shares of common stock of the Company on a one-for-one basis, 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, subject to continued full-time employment in a role approved by the Board of Directors through such date or accelerated vesting upon certain conditions. Represents the withholding of shares of common stock the Company for tax purposes in connection with the vesting of PSUs, which does not constitute an actual sale or other open market transaction. Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO. Shares are held by 272 Capital, of which the Reporting Person was the President.
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Cummins Wes

(Last)(First)(Middle)
3811 TURTLE CREEK BOULEVARD
SUITE 2100

(Street)
DALLAS TEXAS 75219

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Applied Digital Corp. [ APLD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO; Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/22/2026A800,000A(1)5,102,400(2)(3)D
Common Stock06/22/2026F314,800(4)D$45.24,787,600(2)(3)D
Common Stock17,590,238ISee Footnote.(5)
Common Stock722,483ISee Footnote(6)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares received upon the vesting of 800,000 performance stock units ("PSUs") granted on November 15, 2024, which represented a contingent right to receive shares of common stock of Applied Digital Corporation (the "Company") on a one-for-one basis.
2. Includes 742,166 shares held in the Report Person's IRA.
3. Includes 1,500,000 restricted stock units ("RSUs") granted on January 6, 2026 (the "Grant Date") which represent a contingent right to receive shares of common stock of the Company on a one-for-one basis, 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, subject to continued full-time employment in a role approved by the Board of Directors through such date or accelerated vesting upon certain conditions.
4. Represents the withholding of shares of common stock the Company for tax purposes in connection with the vesting of PSUs, which does not constitute an actual sale or other open market transaction.
5. Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO.
6. Shares are held by 272 Capital, of which the Reporting Person was the President.
Remarks:
/s/ Mark Chavez as Attorney-in-Fact06/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)