Jason Zhang
Chief Strategy Officer at APLD
Executive
About Jason Zhang
Jason Zhang is Applied Digital’s Chief Strategy Officer (CSO) and a co‑founder of the company; he was appointed CSO effective August 1, 2025 and is 32 years old . His background includes founding Valuefinder (2019) and investment roles at Sequoia Capital (2017–2019) and MSD Capital (2015–2017); he holds a BA in Economics from Harvard University . Given his recent appointment, APLD’s filings do not provide TSR/revenue/EBITDA performance attribution to his tenure yet .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Applied Digital (APLD) | Chief Strategy Officer | Aug 2025–Present | Co‑founder elevated to CSO to drive strategy during AI/HPC scaling |
| Applied Digital (APLD) | Director | Apr 2022–Nov 2022 | Early governance role during scale‑up |
| MSD Capital (Michael Dell family office) | Investment Analyst | 2015–2017 | Analyzed investments; base for tech/infra focus |
| Sequoia Capital | Investment Analyst | 2017–2019 | Focused on AI, blockchain, digital infrastructure, enterprise software, consumer, hardware |
| Valuefinder | Founder | 2019– | Advised/invested in technology companies |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Valuefinder | Founder | 2019– | Early‑stage tech investing/advisory; pipeline/network relevant to APLD strategy |
Fixed Compensation
- APLD uses scaled SRC disclosure and only reports NEOs (CEO, CFO, COO for FY2025); Jason Zhang was not an FY2025 NEO, so base salary, target bonus, and actual bonus for him were not disclosed .
Performance Compensation
| Award type | Grant date | Shares/Units | Grant-date value | Vesting schedule | Notes |
|---|---|---|---|---|---|
| RSUs | Aug 8, 2025 | 750,000 | Not disclosed in proxy | 1/3 on Mar 12, 2026; 1/6 on Sep 12, 2026; 1/6 on Mar 12, 2027; 1/6 on Sep 12, 2027; 1/6 on Mar 12, 2028 (continued employment required) | Form 4 reports 1,299,046 shares beneficially owned following the transaction |
Performance plan design and company policies (context)
- Company emphasizes RSUs/PSUs to align with stockholder value; Compensation Committee engaged independent consultant (Compensia); peer group includes DigitalOcean, Box, Fastly, Marathon Digital, Riot Platforms, TeraWulf, Cipher Mining, etc. .
- Clawback policy adopted in 2023 per Nasdaq/SEC 954; recoups incentive comp upon restatements .
- Insider trading policy prohibits hedging/monetization; compensation practices state “No hedging or pledging of our securities” .
Equity Ownership & Alignment
| Metric | Value | Source |
|---|---|---|
| Total beneficial ownership (common) | 1,299,046 shares (direct) | |
| Ownership as % of outstanding | <1% (269,315,269 shares outstanding as of Sep 18, 2025) | |
| Unvested RSUs outstanding | 750,000 (grant 08/08/2025) | |
| Pledged shares | Company policies prohibit pledging; no pledging disclosed | |
| Anti‑hedging | Hedging/monetization transactions prohibited | |
| Ownership guidelines | Not disclosed |
Vesting cadence and potential selling pressure (supply overhang)
| Vest date | Units vesting |
|---|---|
| Mar 12, 2026 | 250,000 |
| Sep 12, 2026 | 125,000 |
| Mar 12, 2027 | 125,000 |
| Sep 12, 2027 | 125,000 |
| Mar 12, 2028 | 125,000 |
| Source: APLD Form 4 (Jason Zhang) |
Employment Terms
| Term | Detail |
|---|---|
| Role/Start | Appointed Chief Strategy Officer effective Aug 1, 2025 |
| Employment agreement | Not disclosed in filings reviewed for Jason Zhang specifically |
| Severance/CoC | Company‑level plans: 2024 Incentive Plan allows Committee discretion for acceleration/cash‑out upon change in control; 2023 award amendments for other executives provided double‑trigger acceleration within 24 months post‑CoC—Jason‑specific terms not disclosed |
| Clawback | Executive incentive comp subject to recovery upon restatement per 2023 Clawback Policy |
| Hedging/Pledging | Prohibited under insider trading policy and compensation governance practices |
Performance & Track Record
- Role/tenure context: Co‑founder appointed CSO Aug 2025; filings do not attribute TSR or financial performance to his brief tenure yet .
- Related‑party linkage: During FY2024, Zhang owned 15% of Alternity Fund Ltd., which owns 100% of GOI; APLD provides energized space to GOI under a 12/8/2021 service order. GOI paid ~$6.4M in FY2023 and ~$6.1M in FY2024. GMR Limited (related shareholder) ceased to be a >5% holder on Jul 25, 2024 .
Compensation Committee Analysis and Shareholder Feedback
- Compensation Committee: Chair Richard Nottenburg; members Rachel Lee and Douglas Miller; independent under Nasdaq; met 13 times in FY2025 .
- Independent consultant: Compensia engaged for market data and peer group support .
- Say‑on‑pay: 97% approval at 2024 Annual Meeting, indicating strong shareholder support for executive pay program .
Investment Implications
- Alignment and retention: Zhang’s 750k RSU grant with vesting through 2028 creates multi‑year retention and potential supply windows starting Mar 2026 (250k units) then semiannual 125k tranches; anti‑hedging/pledging and clawback policies strengthen alignment and risk controls .
- Skin in the game: 1.30M shares beneficially owned (<1% of outstanding) plus unvested RSUs indicate meaningful personal exposure to equity performance .
- Governance/peer benchmarking: Independent comp committee and use of a relevant peer group (includes DigitalOcean, Box, Marathon, Riot, Cipher Mining, TeraWulf) mitigate pay inflation risk and support pay‑for‑performance calibration .
- Related‑party risk flag: Ownership interest in Alternity (GOI) during FY2024 and material GOI payments to APLD present potential conflict considerations; investors should monitor ongoing related‑party disclosures and any future recusal/mitigation practices .
Net: Compensation structure and policies are broadly shareholder‑friendly with strong governance; vesting cadence implies identifiable share supply windows, while related‑party history warrants monitoring for governance risk and potential perception issues .