Applied Digital CEO reports PSU vesting, tax withholding

Applied Digital Corp. CEO and Chairman Wes Cummins reported several equity events.

Rhea-AI Filing Summary

Applied Digital Corp. CEO and Chairman Wes Cummins reported several equity events. On July 31, 2026 he received 1,600,000 shares of common stock upon vesting of PSUs granted March 27, 2025, and the company withheld 629,600 shares at $27.39 to cover related tax obligations. The report also notes 1,500,000 RSUs granted January 6, 2026 with a multi‑year vesting schedule, 742,166 shares held in his IRA, and an August 4, 2026 distribution of 714,685 shares by 272 Capital LP, where he served as President, classified as an “other acquisition or disposition” rather than an open‑market trade.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Cummins Wes

Role CEO; Chairman

Type	Security	Shares	Price	Value
Other	Common Stock F6, F7, F8	714,685	--	--
Grant/Award	Common Stock F1, F2, F3	1,600,000	--	--
Tax Withholding	Common Stock F4, F2, F3	629,600	$27.39	$17.24M
holding	Common Stock F5	--	--	--

Holdings After Transaction: Common Stock — 5,758,000 shares (Direct); Common Stock — 17,603,036 shares (Indirect, See Footnote)

Footnotes (8)

1. F1. Shares received upon the vesting of 1,600,000 performance stock units ("PSUs") granted on March 27, 2025, which represented a contingent right to receive shares of common stock of Applied Digital Corporation (the "Company") on a one-for-one basis.
2. F2. 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 of the Company through such date or accelerated vesting upon certain conditions.
3. F3. Includes 742,166 shares held in the Reporting Person's IRA.
4. F4. 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. F5. Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO.
6. F6. Represents a distribution of shares of 272 Capital, LP ("272 Capital") of which the Reporting Person was President.
7. F7. Prior Section 16 filings of the Reporting Person inadvertently omitted 5,000 shares held by 272 Capital due to an administrative error. This error is corrected herein and does not reflect an additional reportable transaction.
8. F8. Shares are held by 272 Capital, of which the Reporting Person was the President.

Key Figures

PSU vesting shares: 1,600,000 shares Tax withholding shares: 629,600 shares Tax withholding price: $27.39 per share +4 more

7 metrics

PSU vesting shares 1,600,000 shares Shares received upon vesting of PSUs granted March 27, 2025

Tax withholding shares 629,600 shares Shares withheld for taxes on PSU vesting at $27.39 per share

Tax withholding price $27.39 per share Price applied to 629,600 shares withheld for tax purposes

RSUs granted 1,500,000 RSUs Restricted stock units granted January 6, 2026 with multi‑year vesting

IRA holdings 742,166 shares Shares of Applied Digital held in the reporting person’s IRA

272 Capital distribution 714,685 shares Shares involved in an August 4, 2026 distribution by 272 Capital LP

Previously omitted shares 5,000 shares Shares earlier omitted from Section 16 reports due to administrative error

Key Terms

performance stock units ("PSUs"), restricted stock units ("RSUs"), withholding of shares, distribution of shares, +1 more

5 terms

performance stock units ("PSUs") financial

"Shares received upon the vesting of 1,600,000 performance stock units ("PSUs") granted"

restricted stock units ("RSUs") financial

"Includes 1,500,000 restricted stock units ("RSUs") granted on January 6, 2026"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

withholding of shares financial

"Represents the withholding of shares of common stock the Company for tax purposes"

distribution of shares financial

"Represents a distribution of shares of 272 Capital, LP ("272 Capital")"

Section 16 filings regulatory

"Prior Section 16 filings of the Reporting Person inadvertently omitted 5,000 shares"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider equity events did APLD CEO Wes Cummins report?

Wes Cummins reported vesting of 1,600,000 PSUs into common shares, tax withholding of 629,600 shares at $27.39 per share, and an 714,685-share distribution by 272 Capital LP, alongside disclosures of RSU awards and IRA share holdings.

How many PSUs vested for APLD’s CEO and when were they granted?

Cummins received 1,600,000 shares upon vesting of performance stock units. These PSUs were granted on March 27, 2025 and converted to Applied Digital common stock on a one‑for‑one basis, increasing his directly held share position before tax withholding.

How many Applied Digital (APLD) shares were withheld for taxes and at what price?

The company withheld 629,600 shares of Applied Digital common stock at $27.39 per share for tax purposes. Footnotes state this withholding in connection with PSU vesting “does not constitute an actual sale or other open market transaction.”

What RSU grants and IRA holdings does the APLD Form 4 disclose?

The filing notes 1,500,000 RSUs granted on January 6, 2026, vesting over several years after an initial cliff, plus 742,166 shares held in Cummins’ IRA. These figures are included in his reported post‑transaction beneficial ownership.

What is the 272 Capital share distribution involving APLD’s CEO?

On August 4, 2026, 714,685 shares were reported in connection with a distribution by 272 Capital LP, where Cummins was President. The entry is coded as an “other acquisition or disposition” and reflects an entity‑level distribution, not an open‑market trade.

Did the APLD Form 4 correct any prior reporting errors?

Yes. A footnote states prior Section 16 reports inadvertently omitted 5,000 shares held by 272 Capital due to an administrative error. This Form 4 corrects that omission and clarifies it “does not reflect an additional reportable transaction.”

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/04/2026 - 05:22 PM Accepted by SEC EDGAR 08/04/2026 - 05:22 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO; Chairman

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/31/2026		A		1,600,000	A	(1)	6,387,600(2)(3)	D
Common Stock	07/31/2026		F		629,600(4)	D	$27.39	5,758,000(2)(3)	D
Common Stock								17,590,238	I	See Footnote(5)
Common Stock	08/04/2026		J(6)		714,685	D	(6)	12,798(7)	I	See Footnote(8)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares received upon the vesting of 1,600,000 performance stock units ("PSUs") granted on March 27, 2025, 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 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 of the Company through such date or accelerated vesting upon certain conditions.

3. Includes 742,166 shares held in the Reporting Person's IRA.

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. Represents a distribution of shares of 272 Capital, LP ("272 Capital") of which the Reporting Person was President.

7. Prior Section 16 filings of the Reporting Person inadvertently omitted 5,000 shares held by 272 Capital due to an administrative error. This error is corrected herein and does not reflect an additional reportable transaction.

8. Shares are held by 272 Capital, of which the Reporting Person was the President.

Remarks:

	/s/ Mark Chavez as Attorney-in-Fact	08/04/2026
	** Signature of Reporting Person	Date
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)