New ERA Energy & Digital CEO gets 1.22M stock units

Q: How many restricted stock units did NUAI CEO Charles Lawrence Nelson receive on January 28, 2026?

Charles Lawrence Nelson received 1,221,345 restricted stock units on January 28, 2026. They vest in equal installments on the first business day of each calendar month over four years, subject to his continued employment.

Q: Why did NUAI director Charles Lawrence Nelson receive 31,564 RSUs on February 9, 2026?

The 31,564 restricted stock units were a prorated annual grant, fully vested at grant, and formed the equity portion of his retainer for Board service under the Non-Employee Director Compensation Program. The grant reflected the portion of the year he served as a non-employee director.

Q: How many NUAI shares were granted to Charles Lawrence Nelson on July 2, 2025?

Charles Lawrence Nelson received a grant of 300,000 shares of Common Stock on July 2, 2025.

The January award vests monthly for four years, subject to continued employment, with vested units paid in common stock after vesting.

Available on EDGAR 10/30/2026 - 06:31 PM EDT Accepted by SEC EDGAR 10/30/2026 - 06:30 PM EDT

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Form Type

Rhea-AI Filing Summary

New ERA Energy & Digital, Inc. (NUAI) Chief Executive Officer and director Charles Lawrence Nelson received direct grants of 1,221,345 restricted stock units on January 28, 2026, and 31,564 restricted stock units on February 9, 2026; a separate 300,000-share Common Stock grant was reported for July 2, 2025. The February award was a prorated annual grant, fully vested at grant, for Board service under the Non-Employee Director Compensation Program. The January RSUs vest on the first business day of each month over four years, subject to continued employment, and are paid in common stock after vesting. All three transactions were reported late due to an administrative oversight.

Insider Trade Summary

Grant/Award: 1,552,909 shares

Grant/Award 3 txns

Insider Nelson Charles Lawrence

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock ^{F1, F2}	31,564	$0.00	$0.00
Grant/Award	Common Stock ^{F1, F3}	1,221,345	$0.00	$0.00
Grant/Award	Common Stock ^F1	300,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 1,552,909 shares (Direct)

Holdings Before and After: Common Stock, 0 to 1,552,909 shares (Direct)

Footnotes (3)

F1. The transaction reported herein was not timely reported due to an administrative oversight.
F2. Represents a prorated annual grant of restricted stock units, fully vested at the time of grant, as the equity portion of the Reporting Person's retainer for Board service under the Issuer's Non-Employee Director Compensation Program, reflecting the portion of the year during which the Reporting Person served as a non-employee director.
F3. Represents restricted stock units ("RSUs") granted to the Reporting Person that vest in equal installments on the first business day of each calendar month following the grant date over a period of four (4) years, subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date. The vested RSUs 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 RSUs become vested) in the form of the Issuer's common stock equal to the number of vested RSUs.

Key Figures

Restricted stock units granted: 1,221,345 restricted stock units Restricted stock units granted: 31,564 restricted stock units Common Stock granted: 300,000 shares +1 more

4 metrics

Restricted stock units granted 1,221,345 restricted stock units January 28, 2026 grant

Restricted stock units granted 31,564 restricted stock units February 9, 2026 grant

Common Stock granted 300,000 shares July 2, 2025 grant

Vesting period Four years January 28, 2026 restricted stock unit grant

Key Terms

restricted stock units, vest in equal installments, Non-Employee Director Compensation Program

3 terms

restricted stock units financial

"Represents restricted stock units ("RSUs") granted to the Reporting Person"

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.

vest in equal installments financial

"vest in equal installments on the first business day of each calendar month"

Non-Employee Director Compensation Program financial

"under the Issuer's Non-Employee Director Compensation Program"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many restricted stock units did NUAI CEO Charles Lawrence Nelson receive on January 28, 2026?

Charles Lawrence Nelson received 1,221,345 restricted stock units on January 28, 2026. They vest in equal installments on the first business day of each calendar month over four years, subject to his continued employment.

Why did NUAI director Charles Lawrence Nelson receive 31,564 RSUs on February 9, 2026?

The 31,564 restricted stock units were a prorated annual grant, fully vested at grant, and formed the equity portion of his retainer for Board service under the Non-Employee Director Compensation Program. The grant reflected the portion of the year he served as a non-employee director.

How many NUAI shares were granted to Charles Lawrence Nelson on July 2, 2025?

Charles Lawrence Nelson received a grant of 300,000 shares of Common Stock on July 2, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Nelson Charles Lawrence

(Last)

(First)

(Middle)

200 NORTH LORAINE STREET #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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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	07/02/2025⁽¹⁾		A		300,000	A	$0	300,000	D
Common Stock	01/28/2026⁽¹⁾		A		1,221,345⁽³⁾	A	$0	1,521,345	D
Common Stock	02/09/2026⁽¹⁾		A		31,564⁽²⁾	A	$0	1,552,909	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. The transaction reported herein was not timely reported due to an administrative oversight.

2. Represents a prorated annual grant of restricted stock units, fully vested at the time of grant, as the equity portion of the Reporting Person's retainer for Board service under the Issuer's Non-Employee Director Compensation Program, reflecting the portion of the year during which the Reporting Person served as a non-employee director.

3. Represents restricted stock units ("RSUs") granted to the Reporting Person that vest in equal installments on the first business day of each calendar month following the grant date over a period of four (4) years, subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date. The vested RSUs 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 RSUs become vested) in the form of the Issuer's common stock equal to the number of vested RSUs.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	Lisa Kish, Attorney-in-Fact for Charles L. Nelson	10/30/2026
	** 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