QumulusAI director Gahan exercises options at $3

Q: What condition applies to QMLS shares under Gahan's restricted stock unit award?

The award includes 116,525 shares to be issued upon vesting, conditioned on Patrick Joseph Gahan remaining an employee of QumulusAI through the applicable vesting date.

The director's exercise activity includes two LLC positions; reported resulting holdings were 103,670 and 212,576 shares.

Available on EDGAR 11/02/2026 - 06:13 PM EST Accepted by SEC EDGAR 11/02/2026 - 06:13 PM EST

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Form Type

Rhea-AI Filing Summary

On October 30, 2026, QumulusAI, Inc. (QMLS) director Patrick Joseph Gahan exercised options to acquire 11,395 shares at $3.00 and 24,406 shares at $3.00. Slim Mint Group LLC and Window Macaroni Group LLC each acquired 182 shares at $3.30; their reported resulting holdings were 103,670 shares and 212,576 shares, respectively. An associated note states that 116,525 shares are to be issued upon vesting under a restricted stock unit award, conditioned on Gahan remaining an employee through the applicable vesting date. The options were fully vested.

Insider Trade Summary

36,165 shares exercised/converted

Exercise 8 txns

Insider Gahan Patrick Joseph

Role Director

Type	Security	Shares	Price	Value
Exercise	Stock Option (right to buy) ^F2	11,395	$0.00	$0.00
Exercise	Stock Option (right to buy) ^F2	24,406	$0.00	$0.00
Exercise	Stock Option (right to buy) ^F2	182	$0.00	$0.00
Exercise	Stock Option (right to buy) ^F2	182	$0.00	$0.00
Exercise	Common Stock	11,395	$3.00	$34K
Exercise	Common Stock ^F1	24,406	$3.00	$73K
Exercise	Common Stock	182	$3.30	$600.60
Exercise	Common Stock	182	$3.30	$600.60
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--
Holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option (right to buy) — 0 contracts (Direct); Stock Option (right to buy) — 0 contracts (Indirect, By Slim Mint Group LLC); Stock Option (right to buy) — 0 contracts (Indirect, By Window Macaroni Group LLC); Common Stock — 615,564 shares (Direct); Common Stock — 103,670 shares (Indirect, By Slim Mint Group LLC); Common Stock — 212,576 shares (Indirect, By Window Macaroni Group LLC); Common Stock — 39,757 shares (Indirect, Gahan LTC SPE, LLC); Common Stock — 5,963 shares (Indirect, Inspira Financial FBO Anya Gahan); Common Stock — 5,963 shares (Indirect, Inspira Financial FBO Mya Gahan); Common Stock — 19,765 shares (Indirect, Inspira Trust FBO Patrick Gahan)

Footnotes (2)

F1. Includes 116,525 shares to be issued upon vesting 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 through the applicable vesting date.
F2. This option is fully vested.

Key Figures

Shares acquired through option exercise: 11,395 shares Shares acquired through option exercise: 24,406 shares Shares acquired through option exercise: 182 shares +4 more

7 metrics

Shares acquired through option exercise 11,395 shares Direct; exercise price $3.00 per share on October 30, 2026

Shares acquired through option exercise 24,406 shares Direct; exercise price $3.00 per share on October 30, 2026

Shares acquired through option exercise 182 shares By Slim Mint Group LLC; exercise price $3.30 per share on October 30, 2026

Common-stock holdings after transaction 103,670 shares Held through Slim Mint Group LLC

Shares acquired through option exercise 182 shares By Window Macaroni Group LLC; exercise price $3.30 per share on October 30, 2026

Common-stock holdings after transaction 212,576 shares Held through Window Macaroni Group LLC

Shares to be issued upon vesting 116,525 shares Restricted stock unit award; conditioned on continued employment through the applicable vesting date

Key Terms

restricted stock unit award, fully vested, exercise price

3 terms

restricted stock unit award financial

"shares to be issued upon vesting pursuant to a restricted stock unit award"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

fully vested financial

"This option is fully vested."

exercise price financial

"conversion_or_exercise_price"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

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

How many QMLS shares did Patrick Joseph Gahan acquire through option exercises?

On October 30, 2026, Patrick Joseph Gahan exercised options covering 11,395 and 24,406 shares at $3.00 per share; Slim Mint Group LLC and Window Macaroni Group LLC each exercised options covering 182 shares at $3.30 per share.

What condition applies to QMLS shares under Gahan's restricted stock unit award?

The award includes 116,525 shares to be issued upon vesting, conditioned on Patrick Joseph Gahan remaining an employee of QumulusAI through the applicable vesting date.

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^*

Gahan Patrick Joseph

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026

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	10/30/2026		M		11,395	A	$3	591,158	D
Common Stock	10/30/2026		M		24,406	A	$3	615,564⁽¹⁾	D
Common Stock	10/30/2026		M		182	A	$3.3	103,670	I	By Slim Mint Group LLC
Common Stock	10/30/2026		M		182	A	$3.3	212,576	I	By Window Macaroni Group LLC
Common Stock								39,757	I	Gahan LTC SPE, LLC
Common Stock								5,963	I	Inspira Financial FBO Anya Gahan
Common Stock								5,963	I	Inspira Financial FBO Mya Gahan
Common Stock								19,765	I	Inspira Trust FBO Patrick Gahan

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)
Stock Option (right to buy)	$3	10/30/2026		M			11,395	⁽²⁾	12/13/2032	Common Stock	11,395	$0	0	D
Stock Option (right to buy)	$3	10/30/2026		M			24,406	⁽²⁾	09/30/2034	Common Stock	24,406	$0	0	D
Stock Option (right to buy)	$3.3	10/30/2026		M			182	⁽²⁾	09/30/2034	Common Stock	182	$0	0	I	By Slim Mint Group LLC
Stock Option (right to buy)	$3.3	10/30/2026		M			182	⁽²⁾	09/30/2034	Common Stock	182	$0	0	I	By Window Macaroni Group LLC

Explanation of Responses:

1. Includes 116,525 shares to be issued upon vesting 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 through the applicable vesting date.

2. This option is fully vested.

	/s/ Patrick Joseph Gahan	11/02/2026
	** 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