STOCK TITAN

Applied Digital (CHRN) discloses large ChronoScale stake with indirect ownership

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Applied Digital Corp. filed a Form 3 as a more than ten percent owner of ChronoScale Corp (CHRN), reporting its initial holdings of common stock. The filing shows 138,216,820 shares held indirectly through APLD ChronoScale HoldCo LLC and APLD Intermediate HoldCo LLC, and 1,311,407 shares held directly. Applied Digital may be deemed to have beneficial ownership of these securities but expressly disclaims beneficial ownership except to the extent of its pecuniary interest.

Positive

  • None.

Negative

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Insider Applied Digital Corp.
Role null
Type Security Shares Price Value
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,311,407 shares (Direct, null); Common Stock — 138,216,820 shares (Indirect, See Footnote)
Footnotes (1)
  1. [object Object]
Indirect CHRN holdings 138,216,820 shares Common stock held indirectly following the reported position
Direct CHRN holdings 1,311,407 shares Common stock held directly following the reported position
Ownership status More than ten percent owner Applied Digital’s reporting status for ChronoScale common stock
ten percent owner financial
"As a more than ten percent owner of the Issuer's common stock"
beneficial ownership financial
"may be deemed to have beneficial ownership of the securities reported herein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the securities except to the extent of its pecuniary interest therein"
Section 16 regulatory
"for purposes of Section 16 or for any other purpose"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
indirect ownership financial
"Shares are held directly by APLD ChronoScale HoldCo LLC ... a wholly owned subsidiary"
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Applied Digital Corp.

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

(Street)
DALLAS TEXAS 75219

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2026
3. Issuer Name and Ticker or Trading Symbol
ChronoScale Corp [ CHRN ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock1,311,407D
Common Stock138,216,820ISee Footnote(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares are held directly by APLD ChronoScale HoldCo LLC, a Delaware limited liability company and a wholly owned subsidiary of APLD Intermediate HoldCo LLC, a Delaware limited liability company ("APLD Intermediate"). APLD Intermediate is a wholly owned subsidiary of the Reporting Person. As a result, the Reporting Person may be deemed to have beneficial ownership of the securities reported herein. The Reporting Person disclaims beneficial ownership of the securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Applied Digital Corporation /s/ Saidal L. Mohmand, Chief Financial Officer05/15/2026
** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What did Applied Digital report in its ChronoScale (CHRN) Form 3?

Applied Digital reported its status as a more than ten percent owner of ChronoScale common stock. The Form 3 lists both indirect holdings through controlled entities and direct holdings, establishing its initial beneficial ownership position under Section 16 reporting rules.

How many ChronoScale (CHRN) shares does Applied Digital hold indirectly and directly?

Applied Digital reported 138,216,820 ChronoScale common shares held indirectly and 1,311,407 shares held directly. The indirect shares are owned via APLD ChronoScale HoldCo LLC and APLD Intermediate HoldCo LLC, while the smaller block is recorded as direct ownership by the reporting person.

How is Applied Digital’s indirect ownership in ChronoScale (CHRN) structured?

The filing states shares are held by APLD ChronoScale HoldCo LLC, a wholly owned subsidiary of APLD Intermediate HoldCo LLC. APLD Intermediate is wholly owned by Applied Digital, meaning control flows through these Delaware limited liability companies to the underlying ChronoScale common stock.

What does Applied Digital disclose about beneficial ownership of CHRN shares?

Applied Digital notes it may be deemed the beneficial owner of the ChronoScale securities reported through its subsidiaries. However, it expressly disclaims beneficial ownership of these securities except to the extent of its pecuniary interest, limiting how its ownership is characterized under Section 16 and other purposes.

Why is Applied Digital classified as a more than ten percent owner of ChronoScale (CHRN)?

The Form 3 checks Applied Digital as a more than ten percent owner of ChronoScale common stock. This classification reflects the large reported holdings and triggers initial Section 16 reporting, even though Applied Digital disclaims beneficial ownership beyond its economic interest in the securities.