APLD Form 4: 100,000 RSUs vested; large indirect holdings disclosed

Rhea-AI Filing Summary

Applied Digital Corp. director and CEO Wes Cummins received 100,000 RSUs that vested on 10/04/2025, increasing his direct common stock holding to 2,759,379 shares. The filing shows 39,350 shares were withheld to satisfy taxes at a price of $26.53, leaving 2,720,029 directly held shares. In addition to direct holdings, the report discloses indirect positions: 17,590,238 shares held by Cummins Family Ltd. and 1,626,453 shares held by 272 Capital, LLC, reflecting substantial indirect control. The form clarifies 742,166 shares are in the reporting person’s IRA and the RSUs vest on a one-for-one basis with no expiration.

Positive

• 100,000 RSUs vested and converted to common stock, increasing direct ownership
• Substantial indirect holdings (17,590,238 and 1,626,453 shares) indicate strong insider alignment
• RSUs have no expiration date, providing long-term alignment incentives

Negative

• Large concentration of shares in related entities could limit influence of public minority holders
• 39,350 shares withheld for taxes slightly reduced immediate free float following vesting

Insights

Corporate Governance Expert

Significant insider vesting reinforces concentrated ownership by leadership.

The vesting of 100,000 restricted stock units increased the reporting person's direct stake to 2.76M shares, while large indirect holdings total over 19.2M shares across family and affiliated entities. That ownership profile indicates consolidated voting influence and alignment between the CEO and the company’s equity base.

Concentrated insider ownership can support strategic continuity but also raises governance considerations around minority shareholder influence. Monitor any future scheduled vesting dates or additional transfers reported on Form 4 within the next 12 months for shifts in direct/indirect voting power.

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

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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 TX 75219

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	10/04/2025		M		100,000	A	(1)	2,759,379(2)	D
Common Stock	10/04/2025		F		39,350(3)	D	$26.53	2,720,029	D
Common Stock								17,590,238	I	See Footnote.(4)
Common Stock								1,626,453	I	See Footnote(5)

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
Restricted Stock Unit	(1)	10/04/2025		M			100,000	(1)	(1)	Common Stock	100,000	$0	100,000	D

Explanation of Responses:

1. Restricted stock units ("RSUs") granted on April 4, 2023 represent a contingent right to receive shares of common stock of Applied Digital Corporation (the "Issuer") on a one-for-one basis. The RSUs have no expiration date and vest as follows: 200,000 on April 4, 2024 and 100,000 on each of October 4, 2024, April 4, 2025, October 4, 2025, and April 4, 2026.

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

3. Represents the withholding of shares of common stock of the Issuer for tax purposes in connection with the vesting of RSUs previously granted, which does not constitute an actual sale or other open market transaction.

4. Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO.

5. Shares are held by 272 Capital, LLC, of which the Reporting Person is the President.

Remarks:

	/s/ Mark Chavez as Attorney-in-Fact	10/07/2025
	** 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.

FAQ

What did Applied Digital (APLD) insider Wes Cummins report on Form 4?

The filing reports the vesting of 100,000 RSUs, withholding of 39,350 shares for taxes at $26.53, and updated direct ownership of 2,759,379 shares.

How many total shares does Wes Cummins control indirectly?

He controls 17,590,238 shares via Cummins Family Ltd. and 1,626,453 shares via 272 Capital, LLC, per the filing.

Were the RSUs time‑based and what is their vesting schedule?

Yes. The RSUs were granted on 04/04/2023 and vest one‑for‑one with scheduled vesting of 200,000 on 04/04/2024 and 100,000 on each of 10/04/2024, 04/04/2025, 10/04/2025, and 04/04/2026.

Does the Form 4 show any open market sales by the reporting person?

No. The filing indicates share withholding for taxes but does not report any open market sale transactions.

How many shares are held in the reporting person’s IRA?

The report states 742,166 shares are held in the reporting person’s IRA.