Form 4: Applied Digital Director Nottenburg Acquires RSUs

Applied Digital Corp. Director Richard N. Nottenburg reported the acquisition of 7,747 restricted stock units as part of his board service, increasing his beneficial ownership.

Summary

• Richard N. Nottenburg, a Director of Applied Digital Corp. (APLD), acquired 7,747 shares of common stock.
• The acquisition occurred on November 9, 2025, and was in the form of Restricted Stock Units (RSUs) granted for board service.
• These RSUs convert into common stock on a one-for-one basis, have no expiration date, and vest in full on November 5, 2026, contingent on continued service.
• Following this transaction, Nottenburg beneficially owns 256,984 shares of common stock.
• This total includes 28,606 RSUs granted on December 27, 2024, which vest on November 20, 2025.
• It also includes 200,000 shares of restricted stock granted on May 13, 2024, for service as Chairman of Applied Digital Cloud Corporation, a subsidiary of the Issuer, vesting 100,000 shares on May 13, 2026, and 100,000 shares on May 13, 2027.

Sentiment

Score: 7

Explanation: The acquisition of restricted stock units by a director is generally positive as it aligns the director's financial interests with those of the shareholders, encouraging long-term value creation. However, it is a form of compensation rather than an open market purchase, which would typically signal stronger conviction.

Positives

• Director Richard N. Nottenburg received 7,747 Restricted Stock Units (RSUs) as compensation for board service, aligning his interests with shareholders.
• The RSUs vest over time, encouraging long-term commitment to the company's performance.
• The director's total beneficial ownership, including unvested awards, is 256,984 shares, indicating a significant equity stake.

Negatives

• The acquisition of RSUs at a $0 price does not represent an open market purchase by the director, which would typically signal stronger conviction.
• The vesting schedule means the director does not immediately own the shares, and their value is contingent on future service and stock performance.

Risks

• The vesting of the 7,747 RSUs is subject to the reporting person's continued service through November 5, 2026.
• The vesting of the 28,606 RSUs is subject to the reporting person's continued service through November 20, 2025.
• The vesting of the 200,000 restricted shares is contingent on the reporting person remaining a director of both the Issuer and Applied Digital Cloud Corporation on May 13, 2026, and May 13, 2027.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future financial performance or strategic direction.

Industry Context

This insider transaction is a routine disclosure of equity compensation for a director and does not provide specific insights into broader industry trends or competitive landscape. Such grants are common practice for aligning director incentives with shareholder value in the technology and data center sectors.

Related Party Transactions

• The grant of 7,747 Restricted Stock Units (RSUs) to Director Richard N. Nottenburg for board service is a transaction between the company and a related party (director).
• The grant of 28,606 RSUs to non-employee directors for board service is a transaction between the company and related parties.
• The grant of 200,000 shares of restricted stock to Richard N. Nottenburg for service as Chairman of Applied Digital Cloud Corporation, a subsidiary, is a transaction between the company and a related party.

Stakeholder Impact

• Shareholders: The grant of equity compensation to a director aims to align the director's interests with shareholders, potentially leading to decisions that enhance long-term shareholder value.
• Employees: No direct impact on employees is indicated by this filing.
• Customers: No direct impact on customers is indicated by this filing.
• Suppliers: No direct impact on suppliers is indicated by this filing.
• Creditors: No direct impact on creditors is indicated by this filing.

Next Steps

• Vesting of 28,606 RSUs on November 20, 2025.
• Vesting of 100,000 restricted shares on May 13, 2026.
• Vesting of 7,747 RSUs on November 5, 2026.
• Vesting of 100,000 restricted shares on May 13, 2027.

Key Dates

Keywords

Applied Digital Corp, APLD, Richard N. Nottenburg, Director, Form 4, SEC filing, Restricted Stock Units, RSUs, Insider transaction, Beneficial ownership, Equity compensation, Corporate governance