Axe Compute (AGPU) CEO awarded 500,000 options at $2.44 exercise price

Rhea-AI Filing Summary

Axe Compute Inc. reported that CEO and Director Christopher Miglino received a grant of 500,000 non-qualified stock options. The options have an exercise price of $2.4400 per share and expire on February 8, 2036, giving him the right to buy an equal number of common shares at that price.

The award was granted as an inducement under Nasdaq Listing Rule 5635(c)(4) and is subject to a three-year vesting schedule. One-third vests on the first anniversary of the grant date, with the remaining two-thirds vesting in equal monthly installments over the following 24 months, contingent on his continued employment.

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

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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^*

MIGLINO CHRISTOPHER

(Last) (First) (Middle)

91 43RD STREET, SUITE 110

(Street)

PITTSBURGH PA 15201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Axe Compute Inc. [ AGPU ]

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

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

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

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
Non-Qualified Stock Options(1)	$2.44	02/09/2026		A		500,000		(2)	02/08/2036	Common Stock	500,000	$0	500,000	D

Explanation of Responses:

1. The stock option was granted as an inducement award pursuant to Nasdaq Listing Rule 5635(c)(4).

2. The options are subject to a three-year vesting period with 1/3 vesting on the first anniversary of the grant date and the remainder vesting in equal monthly installments over the next 24 months, subject to Mr. Miglino's continued employment with the Company through each vesting date.

	/s/ Christopher Miglino	03/11/2026
	** 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 Axe Compute (AGPU) CEO Christopher Miglino report on this Form 4?

Christopher Miglino reported receiving 500,000 non-qualified stock options in Axe Compute Inc. The options allow him to purchase common stock at an exercise price of $2.4400 per share, with vesting over three years and expiration on February 8, 2036.

What are the key terms of the Axe Compute (AGPU) stock option grant?

The grant covers 500,000 non-qualified stock options with an exercise price of $2.4400 per share. The options expire on February 8, 2036 and relate to the right to acquire 500,000 shares of Axe Compute common stock upon exercise, subject to vesting.

How do the Axe Compute (AGPU) options granted to the CEO vest?

The options vest over three years. One-third vests on the first anniversary of the grant date, and the remaining two-thirds vest in equal monthly installments over the next 24 months, conditioned on Christopher Miglino’s continued employment with Axe Compute through each vesting date.

Why were the Axe Compute (AGPU) options to the CEO classified as an inducement award?

The stock options were granted as an inducement award under Nasdaq Listing Rule 5635(c)(4). This rule allows equity grants outside shareholder-approved plans in limited circumstances, such as to attract or retain key employees like the company’s CEO and Director, Christopher Miglino.

Does the Form 4 show any Axe Compute (AGPU) stock sales or purchases by the CEO?

The Form 4 only reports an acquisition of derivative securities through a stock option grant. There are no open-market purchases or sales of Axe Compute common stock disclosed; the transaction is a compensation-related grant, not a market trade.

What is Christopher Miglino’s option position after this Axe Compute (AGPU) grant?

Following this transaction, Christopher Miglino holds 500,000 non-qualified stock options from this grant. These options are directly owned and give him the right to acquire 500,000 shares of Axe Compute common stock at $2.4400 per share, subject to vesting conditions.