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Applied Digital (APLD) CEO boosts stake as RSUs vest and taxes withheld

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

Rhea-AI Filing Summary

Applied Digital Corp. CEO and Chairman Wes Cummins exercised 100,000 restricted stock units into common shares. The RSUs, granted on October 10, 2024, convert to common stock on a one-for-one basis and vested in part on April 10, 2026.

Following the exercise, Cummins held 4,302,400 shares of common stock directly. On the same date, 39,350 shares were withheld at $26.26 per share to cover tax obligations related to the RSU vesting, which the company notes does not constitute an open market sale.

In addition to his direct holdings, 17,590,238 shares are held indirectly by Cummins Family Ltd., where he serves as CEO, and 722,483 shares are held indirectly by 272 Capital, where he was President. His direct position also includes 742,166 shares in his IRA and 1,500,000 RSUs granted on January 6, 2026, which vest over a five-year schedule starting January 6, 2027.

Positive

  • None.

Negative

  • None.
Insider Cummins Wes
Role CEO; Chairman
Type Security Shares Price Value
Exercise Restricted Stock Unit 100,000 $0.00 --
Exercise Common Stock 100,000 $0.00 --
Tax Withholding Common Stock 39,350 $26.26 $1.03M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 300,000 shares (Direct); Common Stock — 4,341,750 shares (Direct); Common Stock — 17,590,238 shares (Indirect, See Footnote.)
Footnotes (1)
  1. Restricted stock units ("RSUs") granted on October 10, 2024, represent a contingent right to receive shares of common stock of Applied Digital Corporation (the "Company") on a one-for-one basis. The RSUs have no expiration date and vest as follows: 200,000 vested on October 10, 2025, 100,000 vested on April 10, 2026 and 100,000 shall vest on each of October 10, 2026, April 10, 2027, and October 10, 2027. 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 of the Company for tax purposes in connection with the vesting of RSUs, 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.
RSUs exercised 100,000 units Restricted stock units converting to common stock on April 10, 2026
Tax withholding shares 39,350 shares at $26.26 Shares withheld for taxes upon RSU vesting
Direct common shares 4,302,400 shares Direct holdings after April 10, 2026 transactions
Indirect shares via Cummins Family Ltd. 17,590,238 shares Indirect holdings where Cummins is CEO
Indirect shares via 272 Capital 722,483 shares Indirect holdings where Cummins was President
IRA shares included 742,166 shares Included in reporting person’s IRA within direct holdings
New RSU grant 1,500,000 RSUs Grant dated January 6, 2026 with five-year vesting from 2027
Initial RSU vesting tranches 200,000 and 100,000 units Vested on October 10, 2025 and April 10, 2026 from 2024 grant
Restricted stock units ("RSUs") financial
"Restricted stock units ("RSUs") granted on October 10, 2024, represent a contingent right to receive shares"
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.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
IRA financial
"Includes 742,166 shares held in the Report Person's IRA."
An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.
Cliff Date financial
"300,000 RSUs on January 6, 2027 (the "Cliff Date"), with the remainder vesting"
contingent right to receive shares financial
"represent a contingent right to receive shares of common stock of the Company"
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)
04/10/2026
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 Stock04/10/2026M100,000A(1)4,341,750(2)(3)D
Common Stock04/10/2026F39,350(4)D$26.264,302,400(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
Restricted Stock Unit(1)04/10/2026M100,000 (1) (1)Common Stock100,000$0300,000D
Explanation of Responses:
1. Restricted stock units ("RSUs") granted on October 10, 2024, represent a contingent right to receive shares of common stock of Applied Digital Corporation (the "Company") on a one-for-one basis. The RSUs have no expiration date and vest as follows: 200,000 vested on October 10, 2025, 100,000 vested on April 10, 2026 and 100,000 shall vest on each of October 10, 2026, April 10, 2027, and October 10, 2027.
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 of the Company for tax purposes in connection with the vesting of RSUs, 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-Fact04/14/2026
** 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)

FAQ

What did Applied Digital (APLD) CEO Wes Cummins report in this Form 4?

Cummins reported exercising 100,000 restricted stock units into common shares and a related tax withholding.

The filing shows RSUs vested and converted one-for-one into common stock, along with shares withheld to satisfy tax obligations, which the company states is not an open market sale.

How many Applied Digital (APLD) shares did Wes Cummins acquire and what was withheld for taxes?

He acquired 100,000 common shares through RSU vesting and exercise.

On the same date, 39,350 shares of common stock were withheld at $26.26 per share for tax purposes in connection with the vesting, described as not being an actual market sale.

What are Wes Cummins’ direct and indirect holdings in Applied Digital (APLD) after these transactions?

After the transactions, Cummins directly held 4,302,400 Applied Digital common shares.

Indirectly, 17,590,238 shares are held by Cummins Family Ltd., where he is CEO, and 722,483 shares are held by 272 Capital, where he was President, in addition to IRA holdings included in his direct position.

How are restricted stock units (RSUs) structured for Wes Cummins at Applied Digital (APLD)?

He holds RSUs from two grants with defined vesting schedules.

One October 10, 2024 grant vests in tranches through October 10, 2027. Another grant of 1,500,000 RSUs on January 6, 2026 vests over five years starting January 6, 2027, subject to continued full-time employment.

Does the Applied Digital (APLD) Form 4 show any open market stock sales by Wes Cummins?

The filing shows tax-related share withholding, not open market selling.

It describes 39,350 shares withheld to cover tax liabilities upon RSU vesting, explicitly stating this withholding does not constitute an actual sale or other open market transaction in the company’s stock.

What is the significance of Cummins Family Ltd. and 272 Capital in Applied Digital (APLD) ownership?

They hold substantial Applied Digital shares associated with Wes Cummins.

Cummins Family Ltd., where he is CEO, holds 17,590,238 shares, while 272 Capital, where he was President, holds 722,483 shares, both reported as indirect ownership interests linked to his overall economic exposure.