SC 13G: Applied Digital Corp.

AI Summary

SC 13G filing by Applied Digital Corp..

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.001 — me of Issuer) Common stock, par value $0.001 per share (Title of Class of Securitie

Filing Documents

• p24-3056sc13g.htm (SC 13G) — 62KB
• exhibit99.htm (EX-99.1) — 4KB
• 0000902664-24-006320.txt ( ) — 69KB

(a)

Item 1(a). NAME OF ISSUER: The name of the issuer is Applied Digital Corporation (the " Company ").

(b)

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: The Company's principal executive offices are located at 3811 Turtle Creek Blvd., Suite 2100, Dallas, TX 75219.

(a)

Item 2(a). NAME OF PERSON FILING: This statement is filed by: (i) Clearfield Capital Management LP (the " Investment Manager "), a Delaware limited partnership, and the investment manager to Clearfield Master Fund LP (the " Clearfield Fund "), with respect to the shares of Common Stock (as defined in Item 2(d) below) directly held by the Clearfield Fund; and (ii) Mr. Philip J. Hilal (" Mr. Hilal "), the Chief Investment Officer of the Investment Manager and the Managing Member of Clearfield Capital Management GP LLC, the general partner of the Investment Manager, with respect to the shares of Common Stock directly held by the Clearfield Fund. The foregoing persons are hereinafter sometimes collectively referred to as the " Reporting Persons ." The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock reported herein.

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The address of the business office of each of the Reporting Persons is 430 Park Avenue, 11 th Floor, New York, NY 10022.

(c)

Item 2(c). CITIZENSHIP: The Investment Manager is a Delaware limited partnership. Mr. Hilal is a citizen of the United States.

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES: Common stock, par value $0.001 per share (the " Common Stock "). CUSIP No. 038169207 13G Page 5 of 7 Pages

(e)

Item 2(e). CUSIP NUMBER: 038169207 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO §§ 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) x Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) ¨ Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) x Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) ¨ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ¨ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); (j) ¨ Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: Item 4. OWNERSHIP: The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentages set forth herein are calculated based upon 214,511,446 shares of Common Stock outstanding as of September 20, 2024, as reported in the Company's Registration Statement on Form S-1 filed with the Securities and Exchange Commission on September 23, 2024. CUSIP No. 038169207 13G Page 6 of 7 Pages Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: Not applicable. Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF A

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: November 7, 2024 CLEARFIELD CAPITAL MANAGEMENT LP By: /s/ Philip J. Hilal Name: Philip J. Hilal Title: Chief Investment Officer /s/ Philip J. Hilal Philip J. Hilal