Axe Compute (Nasdaq: AGPU) awards 225,000 stock options to co-CFO

Rhea-AI Filing Summary

Axe Compute Inc. granted Co-Chief Financial Officer Jeremy Reese Yaukey-Witter 225,000 non-qualified stock options to acquire common stock at an exercise price of $3.51 per share. The award was granted as an inducement award under Nasdaq Listing Rule 5635(c)(4).

The options carry a three-year vesting period, with one-third vesting on the first anniversary of the grant date and the remaining two-thirds vesting in equal monthly installments over the following 24 months, subject to his continued employment. The options expire on April 15, 2036 if not exercised.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Yaukey-Witter Jeremy Reese

Role Co-Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Non-Qualified Stock Options	225,000	$0.00	--

Holdings After Transaction: Non-Qualified Stock Options — 225,000 shares (Direct, null)

Footnotes (1)

1. The stock option was granted as an inducement award pursuant to Nasdaq Listing Rule 5635(c)(4). 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. Yaukey-Witter's continued employment with the Company through each vesting date.

Key Figures

Stock options granted: 225,000 options Exercise price: $3.51 per share Underlying shares: 225,000 shares +3 more

6 metrics

Stock options granted 225,000 options Non-qualified stock options granted to co-CFO

Exercise price $3.51 per share Conversion or exercise price of granted options

Underlying shares 225,000 shares Common stock underlying the options

Expiration date April 15, 2036 Option expiration if not exercised

Vesting period 3 years 1/3 after one year, remainder monthly over 24 months

Listing rule Nasdaq Listing Rule 5635(c)(4) Basis for inducement award classification

Key Terms

Non-Qualified Stock Options, inducement award, Nasdaq Listing Rule 5635(c)(4), vesting period

4 terms

Non-Qualified Stock Options financial

"security_title: "Non-Qualified Stock Options""

Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.

inducement award regulatory

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

An inducement award is a special cash or equity payment given to a new hire—often an executive or key employee—outside the company’s regular pay plans to persuade them to join. Think of it like a signing bonus that can align the new person’s goals with shareholders but also represents a cost and can reduce existing owners’ percentage of the company, so investors watch these awards for their impact on ownership and future performance.

Nasdaq Listing Rule 5635(c)(4) regulatory

"inducement award pursuant to Nasdaq Listing Rule 5635(c)(4)."

NASDAQ Listing Rule 5635(c)(4) is a rule that requires a company to get approval from its shareholders before selling a large amount of its shares, usually over 20%. This helps protect investors by making sure the company doesn't flood the market with new shares without their say, which could lower the stock's value.

vesting period financial

"The options are subject to a three-year vesting period with 1/3 vesting on the first anniversary..."

A vesting period is the set amount of time someone must wait before they fully own granted shares, stock options, or other equity tied to their work or an agreement; ownership increases gradually or in steps during that time. Investors care because vesting determines when insiders or employees can sell shares, which affects future supply of stock, company incentives and executive retention—think of it like unlocking ownership over installments rather than receiving it all at once.

Form 4 Insider Transactions: What Each Field Means →

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^*

Yaukey-Witter Jeremy Reese

(Last) (First) (Middle)

91 43RD STREET, SUITE 110

(Street)

PITTSBURGH PENNSYLVANIA 15201

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026

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)
			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)	$3.51	04/16/2026		A		225,000		(2)	04/15/2036	Common Stock	225,000	$0	225,000	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. Yaukey-Witter's continued employment with the Company through each vesting date.

	/s/ Jeremy Yaukey-Witter	04/20/2026
	** 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)

FAQ

What did Axe Compute Inc. (AGPU) report in this Form 4 filing?

Axe Compute Inc. reported a grant of 225,000 non-qualified stock options to Co-Chief Financial Officer Jeremy Reese Yaukey-Witter as an inducement award, allowing future purchase of common stock at a fixed $3.51 exercise price.

What are the key terms of Jeremy Reese Yaukey-Witter’s stock option grant at AGPU?

The grant consists of 225,000 non-qualified stock options with a $3.51 exercise price, expiring April 15, 2036. The options vest over three years, contingent on his continued employment with Axe Compute Inc. through each vesting date.

How does the vesting schedule work for the 225,000 Axe Compute (AGPU) options?

One-third of the 225,000 options vests on the first anniversary of the grant date. The remaining two-thirds then vest in equal monthly installments over the next 24 months, as long as he remains employed by Axe Compute Inc.

Why was this Axe Compute Inc. (AGPU) option grant classified as an inducement award?

The Form 4 states the stock options were granted as an inducement award under Nasdaq Listing Rule 5635(c)(4). That rule allows equity grants outside shareholder-approved plans to attract or retain key employees, subject to specific exchange requirements.

What type of security was granted to the Axe Compute (AGPU) Co-Chief Financial Officer?

The filing shows a grant of non-qualified stock options, each linked to one share of common stock. These options give the right, but not obligation, to buy 225,000 shares at $3.51 per share before the April 15, 2036 expiration date.