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  4. [Form 4] QumulusAI, Inc. Insider Trading Activity

QumulusAI grants CFO 195,917 RSUs at no cost

QumulusAI’s chief financial officer received multiple time-vested restricted stock unit awards under the 2026 Equity Incentive Plan.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

QumulusAI, Inc. (symbol: QMLS) is the issuer of record for a Form 4 filing submitted to the SEC. Krosnowski Scott Carroll reported acquisition or exercise transactions in this Form 4 filing.

QumulusAI, Inc. (QMLS) reported that Chief Financial Officer Scott Carroll Krosnowski received four grants of common stock awards on September 1, 2026, all at a stated price of $0.00 per share, as compensation awards. These restricted stock unit-based grants have time-based vesting schedules running from September 1, 2026 through at least August 24, 2027 under the QumulusAI, Inc. 2026 Equity Incentive Plan, and footnotes state that 195,917 shares are scheduled to be issued upon future vesting, conditioned on continued employment.

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Insider Krosnowski Scott Carroll
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Common Stock F1 85,179 $0.00 $0.00
Grant/Award Common Stock F2 103,934 $0.00 $0.00
Grant/Award Common Stock F3 122,400 $0.00 $0.00
Grant/Award Common Stock F4, F5 9,633 $0.00 $0.00
Holdings After Transaction: Common Stock — 354,480 shares (Direct)
Footnotes (5)
  1. F1. These shares vest with respect to 21,295 shares on September 1, 2026 and with respect to 6.25% of the remaining shares quarterly over 12 quarters commencing December 1, 2026 pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of QumulusAI, Inc. through the applicable vesting date.
  2. F2. These shares vest on September 1, 2026 pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan.
  3. F3. These shares vest with respect to 30,600 shares on September 1, 2027 and with respect to 6.25% of the remaining shares quarterly over 12 quarters commencing December 1, 2027 pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of QumulusAI, Inc. through the applicable vesting date.
  4. F4. These shares vest with respect to 4,817 shares on February 24, 2027, with respect to 2,408 shares on May 24, 2027, and with respect to 2,408 shares on August 24, 2027.
  5. F5. Includes 195,917 shares to be issued upon vesting pursuant to restricted stock unit awards granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of QumulusAI through the applicable vesting dates.
RSU award shares (grant 1) 85,179 shares Common stock award granted September 1, 2026 with multi-year vesting
RSU award shares (grant 2) 103,934 shares Common stock award vesting entirely on September 1, 2026
RSU award shares (grant 3) 122,400 shares Common stock award granted September 1, 2026 with vesting starting September 1, 2027
Additional time-based award 9,633 shares Common stock award vesting in three tranches in 2027
First tranche vesting (grant 1) 21,295 shares Portion scheduled to vest on September 1, 2026
First tranche vesting (grant 3) 30,600 shares Portion scheduled to vest on September 1, 2027
Unvested RSU-related shares 195,917 shares To be issued upon vesting of restricted stock unit awards, subject to continued employment
restricted stock unit financial
"pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Equity Incentive Plan financial
"granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
vesting date financial
"conditioned upon the Reporting Person remaining an employee of QumulusAI, Inc. through the applicable vesting date"
continued employment financial
"conditioned upon the Reporting Person remaining an employee of QumulusAI through the applicable vesting dates"
Continued employment means that an individual remains in their current job without interruption. For investors, it signals stability and ongoing work that can affect company performance and future prospects. Like a steady heartbeat for a business, sustained employment helps ensure consistent operations and financial health.

FAQ

What equity awards did QMLS grant to its CFO on September 1, 2026?
QumulusAI, Inc. granted Chief Financial Officer Scott Carroll Krosnowski four awards of common stock on September 1, 2026, recorded as grants or awards at a stated $0.00 per share, under the company’s 2026 Equity Incentive Plan with multi-year vesting schedules.

How many QMLS shares are subject to new vesting conditions for the CFO?
A footnote states that the CFO’s holdings include 195,917 shares to be issued upon vesting of restricted stock unit awards under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned on his remaining an employee through applicable vesting dates.

What is the vesting schedule for the 85,179-share RSU award reported by QMLS?
For the 85,179-share award, 21,295 shares vest on September 1, 2026, and 6.25% of the remaining shares vest quarterly over 12 quarters starting December 1, 2026, subject to the CFO continuing as an employee through each vesting date.

What is the vesting schedule for the 122,400-share RSU award at QMLS?
For the 122,400-share award, 30,600 shares vest on September 1, 2027, with 6.25% of the remaining shares vesting quarterly over 12 quarters beginning December 1, 2027, conditioned on continued employment through each vesting date.

How do the 9,633 QMLS shares reported for the CFO vest?
The 9,633 shares vest in tranches: 4,817 shares on February 24, 2027, 2,408 shares on May 24, 2027, and 2,408 shares on August 24, 2027, according to the footnote describing that grant’s vesting schedule.

Were the QMLS Form 4 transactions made under a Rule 10b5-1 plan?
The filing indicates the Rule 10b5-1 checkbox is not affirmed, and the footnotes describing these awards do not state that they were made pursuant to a Rule 10b5-1 trading plan.

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

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SEC Form 4
FORM 4UNITED 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*
Krosnowski Scott Carroll
(Last)(First)(Middle)
817 W PEACHTREE STREET NW, SUITE 935
(Street)
ATLANTA GEORGIA 30308
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
QumulusAI, Inc. [ QMLS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/01/2026A85,179(1)A$0118,513D
Common Stock09/01/2026A103,934(2)A$0222,447D
Common Stock09/01/2026A122,400(3)A$0344,847D
Common Stock09/01/2026A9,633(4)A$0354,480(5)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These shares vest with respect to 21,295 shares on September 1, 2026 and with respect to 6.25% of the remaining shares quarterly over 12 quarters commencing December 1, 2026 pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of QumulusAI, Inc. through the applicable vesting date.
2. These shares vest on September 1, 2026 pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan.
3. These shares vest with respect to 30,600 shares on September 1, 2027 and with respect to 6.25% of the remaining shares quarterly over 12 quarters commencing December 1, 2027 pursuant to a restricted stock unit award granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of QumulusAI, Inc. through the applicable vesting date.
4. These shares vest with respect to 4,817 shares on February 24, 2027, with respect to 2,408 shares on May 24, 2027, and with respect to 2,408 shares on August 24, 2027.
5. Includes 195,917 shares to be issued upon vesting pursuant to restricted stock unit awards granted under the QumulusAI, Inc. 2026 Equity Incentive Plan, conditioned upon the Reporting Person remaining an employee of QumulusAI through the applicable vesting dates.
/s/ Scott Carroll Krosnowski09/02/2026
** Signature of Reporting PersonDate
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