ChronoScale Corp (CHRN) director reports 3.56M shares tied to incentive plan units

Rhea-AI Filing Summary

ChronoScale Corp director Cummins Wes filed an initial statement of holdings related to Management Incentive Plan Units (MIP Units) tied to the company’s common stock. The filing shows MIP Units tracking 3,563,878 underlying shares of common stock held on a direct basis.

The MIP Units were fully vested upon grant by APLD ChronoScale Management LLC under its Equity Incentive Plan before ChronoScale’s business combination. They are non-voting interests that track the equity appreciation of ChronoScale and have no expiration date. Any sale of the underlying securities requires discretionary approval by APLD ChronoScale Management LLC, and Cummins does not have a unilateral right to cause a sale within 60 days. He also disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cummins Wes

Role null

Type	Security	Shares	Price	Value
holding	Management Incentive Plan Units	--	--	--

Holdings After Transaction: Management Incentive Plan Units — 3,563,878 shares (Direct, null)

Footnotes (1)

1. The Management Incentive Plan Units (the "MIP Units") were fully vested up on grant to the Reporting Person by APLD ChronoScale Management LLC ("APLD Management") pursuant to the APLD ChronoScale Management LLC Equity Incentive Plan prior to the Issuer's business combination. The MIP Units are non-voting membership interests designed to track the appreciation of the equity of the Issuer and have no expiration date. The MIP Units do not confer on the Reporting Person any present power to dispose of, or to direct the disposition of, the securities reported herein as any such sale is subject to the discretionary approval of APLD Management and, if approved, would be effected by such entity, and the Reporting Person does not have a unilateral right to cause a sale within 60 days. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his 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.

Key Figures

Underlying common shares: 3,563,878 shares Exercise price: $0.0000 per unit Holding entries: 1 entry

3 metrics

Underlying common shares 3,563,878 shares Underlying security shares linked to MIP Units, direct holding

Exercise price $0.0000 per unit Conversion or exercise price for Management Incentive Plan Units

Holding entries 1 entry Number of holding-type entries reported in transaction summary

Key Terms

Management Incentive Plan Units, Equity Incentive Plan, non-voting membership interests, beneficial ownership, +1 more

5 terms

Management Incentive Plan Units financial

"The Management Incentive Plan Units (the "MIP Units") were fully vested up on grant"

Equity Incentive Plan financial

"pursuant to the APLD ChronoScale Management LLC Equity Incentive Plan prior to the Issuer's business combination"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

non-voting membership interests financial

"The MIP Units are non-voting membership interests designed to track the appreciation"

beneficial ownership financial

"The Reporting Person disclaims beneficial ownership of the securities except to the extent"

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

"except to the extent of his pecuniary interest therein, and this report shall not be deemed"

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

UNITED 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^*

Cummins Wes

(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)

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

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 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)

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 Exercisable	Expiration Date	Title	Amount or Number of Shares
Management Incentive Plan Units	(1)	(1)	Common Stock	3,563,878(2)	(1)(2)	D(1)(2)

Explanation of Responses:

1. The Management Incentive Plan Units (the "MIP Units") were fully vested up on grant to the Reporting Person by APLD ChronoScale Management LLC ("APLD Management") pursuant to the APLD ChronoScale Management LLC Equity Incentive Plan prior to the Issuer's business combination. The MIP Units are non-voting membership interests designed to track the appreciation of the equity of the Issuer and have no expiration date. The MIP Units do not confer on the Reporting Person any present power to dispose of, or to direct the disposition of, the securities reported herein as any such sale is subject to the discretionary approval of APLD Management and, if approved, would be effected by such entity, and the Reporting Person does not have a unilateral right to cause a sale within 60 days.

2. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his 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.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Wes Cummins	05/15/2026
	** 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 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 ChronoScale Corp (CHRN) director Cummins Wes report on this Form 3?

Cummins Wes reported holdings of Management Incentive Plan Units tied to ChronoScale common stock, tracking 3,563,878 underlying shares. The filing is an initial ownership statement, not a new buy or sell transaction, and simply records his existing incentive-related interests.

How many ChronoScale (CHRN) shares are linked to the reported MIP Units?

The Management Incentive Plan Units reported by Cummins Wes are linked to 3,563,878 underlying shares of ChronoScale common stock. These interests track equity appreciation but are structured as non-voting membership interests rather than ordinary common shares in the company.

Do the ChronoScale (CHRN) MIP Units give Cummins Wes voting or sale control?

The MIP Units are non-voting membership interests and do not provide Cummins Wes present power to dispose of the securities. Any sale is subject to discretionary approval by APLD ChronoScale Management LLC, and he cannot unilaterally cause a sale within 60 days.

Are the ChronoScale (CHRN) Management Incentive Plan Units vested or subject to expiration?

The filing states the MIP Units were fully vested upon grant under the APLD ChronoScale Management LLC Equity Incentive Plan. They are designed to track the appreciation of ChronoScale’s equity and have no expiration date, functioning as ongoing incentive interests.

Does Cummins Wes claim full beneficial ownership of the ChronoScale (CHRN) securities?

No. Cummins Wes expressly disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest. The filing clarifies this is not an admission of beneficial ownership for Section 16 purposes or any other legal purpose.