10/14/2025 | Press release | Distributed by Public on 10/14/2025 14:25
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit | (1) | 10/10/2025 | M | 200,000 | (1) | (1) | Common Stock | 200,000 | $ 0 | 400,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Cummins Wes 3811 TURTLE CREEK BOULEVARD SUITE 2100 DALLAS, TX 75219 |
X | X | CEO; Chairman | |
| /s/ Mark Chavez as Attorney-in-Fact | 10/14/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Restricted stock units ("RSUs") granted on October 10, 2024 represent a contingent right to receive shares of common stock of Applied Digital Corporation (the "Issuer") on a one-for-one basis. The RSUs have no expiration date and vest as follows: 200,000 on October 10, 2025 and 100,000 on each of April 10, 2026, October 10, 2026, April 10, 2027 and October 10, 2027. |
| (2) | Includes 742,166 shares held in the Reporting Person's IRA. |
| (3) | Represents the withholding of shares of common stock of the Issuer for tax purposes in connection with the vesting of RSUs previously granted, which does not constitute an actual sale or other open market transaction. |
| (4) | Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO. |
| (5) | Shares are held by 272 Capital, LLC, of which the Reporting Person is the President. |