New ERA Energy (NASDAQ: NUAI) grants CAO 325,000 RSUs vesting over 4 years

Q: How do the 325,000 RSUs for NUAI’s officer vest over time?

The 325,000 RSUs vest in equal installments on the first business day of each month starting June 22, 2026 , over four years. Each vesting is contingent on the officer’s continued employment through the applicable vesting date.

Q: Is this NUAI Form 4 transaction an open-market purchase or a compensation grant?

This Form 4 reports a compensation grant , not an open-market trade. The transaction is coded as an award (code A), indicating restricted stock units granted under the company’s equity incentive plan rather than shares bought on the market.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Rovell Darin Charles reported acquisition or exercise transactions in this Form 4 filing.

New ERA Energy & Digital, Inc. reported that Chief Accounting Officer Darin Charles Rovell received a grant of 325,000 restricted stock units (RSUs) of common stock. These RSUs were granted under the New Era Helium Corp. 2024 Equity Incentive Plan as part of his equity compensation.

The RSUs vest in equal installments on the first business day of each calendar month beginning on June 22, 2026 over a period of four years, conditioned on his continued employment through each vesting date. Vested RSUs will be settled in shares of common stock shortly after vesting, and his direct holdings after this grant are reported as 325,000 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rovell Darin Charles

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	325,000	$0.00	--

Holdings After Transaction: Common Stock — 325,000 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs granted: 325,000 units Grant price per share: $0.0000 per share Shares after transaction: 325,000 shares +3 more

6 metrics

RSUs granted 325,000 units Restricted stock units grant to Chief Accounting Officer

Grant price per share $0.0000 per share Reported transaction price for RSU grant

Shares after transaction 325,000 shares Direct holdings following the RSU grant

Vesting start date June 22, 2026 Monthly vesting of RSUs begins on this date

Vesting period 4 years RSUs vest in equal monthly installments over four years

Latest possible payment date March 15 (following year) Deadline for share delivery after each vesting year

Key Terms

restricted stock units, 2024 Equity Incentive Plan, vesting date, restricted stock units become vested

4 terms

restricted stock units financial

"Restricted stock units granted under the New Era Helium Corp. 2024 Equity Incentive Plan."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2024 Equity Incentive Plan financial

"Restricted stock units granted under the New Era Helium Corp. 2024 Equity Incentive Plan."

vesting date financial

"subject to the reporting person's continued employment with the Issuer from the grant date through each such vesting date."

restricted stock units become vested financial

"the calendar year in which the restricted stock units become vested) in the form of the Issuer's common stock"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/23/2026 - 04:10 PM Accepted by SEC EDGAR 06/23/2026 - 04:10 PM

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

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^*

Rovell Darin Charles

(Last)

(First)

(Middle)

200 N. LORAINE STREET, SUITE 1324

(Street)

MIDLAND

TEXAS

79701

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
New ERA Energy & Digital, Inc. [ NUAI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026

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

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/22/2026		A		325,000	A	$0⁽¹⁾	325,000	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Restricted stock units granted under the New Era Helium Corp. 2024 Equity Incentive Plan. The restricted stock units vest in equal installments on the first business day of each calendar month beginning on June 22, 2026 over a period of four years, subject to the reporting person's continued employment with the Issuer from the grant date through each such vesting date. The vested restricted stock units will be paid on or as promptly as practicable following the vesting date (but in no event later than March 15 of the calendar year following the calendar year in which the restricted stock units become vested) in the form of the Issuer's common stock equal to the number of vested restricted stock units.

	/s/ E. Will Gray II, Attorney-in-Fact for Darin Rovell	06/23/2026
	** 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 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did NUAI’s Chief Accounting Officer receive in this Form 4 filing?

The Chief Accounting Officer, Darin Charles Rovell, received a grant of 325,000 restricted stock units (RSUs) of common stock. These RSUs represent a form of equity compensation under the company’s 2024 equity incentive plan.

How do the 325,000 RSUs for NUAI’s officer vest over time?

The 325,000 RSUs vest in equal installments on the first business day of each month starting June 22, 2026, over four years. Each vesting is contingent on the officer’s continued employment through the applicable vesting date.

When will NUAI’s Chief Accounting Officer receive actual shares from these RSUs?

Each vested RSU will be paid in common stock on or as promptly as practicable after its vesting date. Payment must occur no later than March 15 of the calendar year following the year in which the RSUs vest.

Is this NUAI Form 4 transaction an open-market purchase or a compensation grant?

This Form 4 reports a compensation grant, not an open-market trade. The transaction is coded as an award (code A), indicating restricted stock units granted under the company’s equity incentive plan rather than shares bought on the market.

What is the ownership position of NUAI’s officer after this RSU grant?

Following this grant, the filing reports that the officer has 325,000 shares of common stock in direct ownership. This reflects the awarded restricted stock units that will convert into shares as they vest over the four-year schedule.