Rotonda adds 3,333 Digi Power X (DGXX) shares through RSU vesting

Rhea-AI Filing Summary

Digi Power X Inc. director Gerard Rotonda reported an equity award vesting rather than an open-market trade. On February 9, 2026, 3,333 restricted stock units vested and were settled into 3,333 subordinate voting shares at a price of $0 per share, increasing his directly held subordinate voting shares to 16,666.

The filing also lists fully vested employee stock options over additional subordinate voting shares and restricted stock units that have not yet vested. Remaining RSUs are scheduled to vest on February 9, 2027 and in two equal annual installments beginning on December 1, 2026.

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^*

Rotonda Gerard

(Last) (First) (Middle)

845 UNITED NATIONS PLAZA, #38C

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Digi Power X Inc. [ DGXX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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
Subordinate Voting Shares	02/09/2026		M		3,333	A	(1)	16,666	D

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
Employee stock option (right to buy)	$5.52(2)							09/25/2021	03/25/2026	Subordinate Voting Shares	(3)		8,333(4)	D
Employee stock option (right to buy)	$5.52(2)							11/17/2021	05/17/2026	Subordinate Voting Shares	(3)		8,333(4)	D
Employee stock option (right to buy)	$3.62(5)							11/19/2025	11/19/2030	Subordinate Voting Shares	(3)		15,000(4)	D
Employee stock option (right to buy)	$2.6							01/30/2025	01/30/2030	Subordinate Voting Shares	(3)		100,000(4)	D
Employee stock option (right to buy)	$6							01/30/2025	01/30/2030	Subordinate Voting Shares	(3)		100,000(4)	D
Restricted Stock Units	$0	02/09/2026		M			3,333	(6)	(6)	Subordinate Voting Shares	3,333	$0	3,334(7)	D
Restricted Stock Units	$0							(8)	(8)	Subordinate Voting Shares	(2)		20,000(7)	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one subordinate voting share ("SV Share") of the Company as of the vesting date. Accordingly, these restricted stock units were settled in SV Shares.

2. Represents an exercise price of $7.47 Canadian dollars, converted to U.S. dollars at the daily average exchange rate of $1.00 to CAD$1.3544 reported by the Bank of Canada on February 10, 2026.

3. No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.

4. The options are fully vested.

5. Represents an exercise price of $4.90 Canadian dollars, converted to U.S. dollars at the daily average exchange rate of $1.00 to CAD$1.3544 reported by the Bank of Canada on February 10, 2026.

6. The remaining restricted stock units are scheduled to vest on February 9, 2027.

7. Represents restricted share units issued pursuant to Digi Power X Inc.'s Restricted Share Unit Plan.

8. The restricted stock units are scheduled to vest in two equal annual installments beginning on December 1, 2026.

	/s/ Gerard Rotonda	02/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Digi Power X (DGXX) director Gerard Rotonda report in this Form 4?

Gerard Rotonda reported the vesting of equity awards, not an open-market trade. On February 9, 2026, 3,333 restricted stock units vested and were settled into 3,333 subordinate voting shares, updating his directly held share balance.

How many Digi Power X (DGXX) shares did Gerard Rotonda acquire through RSU vesting?

He acquired 3,333 subordinate voting shares through the vesting of 3,333 restricted stock units at a price of $0 per share. After this settlement, his directly held subordinate voting share position increased to a reported total of 16,666 shares.

What does transaction code M mean in Gerard Rotonda’s Digi Power X (DGXX) filing?

Transaction code M indicates the exercise or conversion of a derivative security. In this case, it reflects the conversion of 3,333 restricted stock units into 3,333 subordinate voting shares for Digi Power X Inc., rather than a market purchase or sale.

What future vesting restricted stock units does Gerard Rotonda hold in Digi Power X (DGXX)?

The filing shows remaining restricted stock units scheduled to vest on February 9, 2027, and additional units vesting in two equal annual installments beginning December 1, 2026. These awards were issued under Digi Power X Inc.’s Restricted Share Unit Plan.

Does Gerard Rotonda hold Digi Power X (DGXX) stock options in addition to RSUs?

Yes. The filing lists several fully vested employee stock options over subordinate voting shares with exercise prices stated in U.S. dollars. These option lines are reported as holdings only, with no new option transactions reported on the referenced date.

Did Gerard Rotonda sell any Digi Power X (DGXX) shares in this Form 4?

No sales are reported in this filing. The only reported transaction is the conversion of 3,333 restricted stock units into 3,333 subordinate voting shares, which increased his directly held share count to 16,666 after the transaction.