Sec Form 4 Filing - Cummins Wes @ Applied Digital Corp. - 2025-03-26

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Cummins Wes
2. Issuer Name and Ticker or Trading Symbol
Applied Digital Corp. [ APLD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO; Chairman
(Last) (First) (Middle)
3811 TURTLE CREEK BOULEVARD, SUITE 2100
3. Date of Earliest Transaction (MM/DD/YY)
03/26/2025
(Street)
DALLAS, TX75219
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 03/26/2025 J( 1 ) 1,000,000 D 2,938,279 ( 2 ) D
Common Stock 17,590,238 I See Footnote ( 3 )
Common Stock 1,626,453 I See Footnote ( 4 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cummins Wes
3811 TURTLE CREEK BOULEVARD
SUITE 2100
DALLAS, TX75219
X X CEO; Chairman
Signatures
/s/ Mark Chavez as Attorney-in-Fact 03/28/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to a certain Membership Interest Purchase Agreement (the "Purchase Agreement"), dated March 26, 2025, by and between Lost River, LLC (the "Purchaser"), of which the Reporting Person is a member, and 1334 Partners, L.P. (the "Seller"), an entity which holds 100% of the membership interests in Beacon Partners LLC ("Beacon"), the Reporting Person shall transfer 1,000,000 shares of common stock of Applied Digital Corporation (the "Issuer") on behalf of the Purchaser to the Seller in exchange for 49% of the membership interests of Beacon and a $1,400,000 credit to the Purchaser's pro rata share of operating expenses of Beacon. The closing price of the Issuer's common stock prior to the signing of the Purchase Agreement was $7.44 per share.
( 2 )Includes 742,166 shares held in the Reporting Person's IRA
( 3 )Shares are held by Cummins Family Ltd., of which the Reporting Person is the CEO.
( 4 )Shares are held by 272 Capital, LLC, of which the Reporting Person is the President.

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).

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