QumulusAI, Inc.
For the period ended Jun 30, 2026. Filed Aug 25, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 25, 2026
QMLS$3.07-1.9%Stored close · as of Nov 10, 2026
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Item 6. EXHIBITS
The following exhibits are being filed or furnished with this quarterly report on Form 10-Q:
| Exhibit No. | Description |
| 3.1 | Second Amended and Restated Articles of Incorporation of QumulusAI, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 16, 2026 (File No. 001-43398)). |
| 3.2 | Second Amended and Restated Bylaws of QumulusAI, Inc. (incorporated by reference to Exhibit 3.2 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 10, 2026 (File No. 333-292514)). |
| 4.1 | Form of Registration Rights Agreement by and among QumulusAI, Inc. and the undersigned buyers, dated June 2026 (incorporated by reference to Exhibit 4.2 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 10, 2026 (File No. 333-292514)). |
| 10.1 | QumulusAI, Inc. 2026 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 16, 2026 (File No. 001-43398)). |
| 10.2 | Form of Non-Employee Director Restricted Stock Unit Award Agreement under the QumulusAI, Inc. 2026 Equity Incentive Plan (incorporated by reference to Exhibit 10.45 to Amendment No. 3 to the Company’s Registration Statement on Form S-1 filed with the SEC on May 1, 2026 (File No. 333-292514)). |
| 10.3 | Form of Employee Restricted Stock Unit Award Agreement under the QumulusAI, Inc. 2026 Equity Incentive Plan (incorporated by reference to Exhibit 10.46 to Amendment No. 3 to the Company’s Registration Statement on Form S-1 filed with the SEC on May 1, 2026 (File No. 333-292514)). |
| 10.4 | Form of Employee Performance Share Unit Award Agreement under the QumulusAI, Inc. 2026 Equity Incentive Plan (incorporated by reference to Exhibit 10.47 to Amendment No. 3 to the Company’s Registration Statement on Form S-1 filed with the SEC on May 1, 2026 (File No. 333-292514)). |
| 10.5 | Form of Employee Incentive Stock Option Award Agreement under the QumulusAI, Inc. 2026 Equity Incentive Plan (incorporated by reference to Exhibit 10.48 to Amendment No. 3 to the Company’s Registration Statement on Form S-1 filed with the SEC on May 1, 2026 (File No. 333-292514)). |
| 10.6 | Form of Employee Non-Qualified Stock Option Award Agreement under the QumulusAI, Inc. 2026 Equity Incentive Plan (incorporated by reference to Exhibit 10.49 to Amendment No. 3 to the Company’s Registration Statement on Form S-1 filed with the SEC on May 1, 2026 (File No. 333-292514)). |
| 10.7 | Office Lease Agreement between Biltmore Technology Square, LLC and QumulusAI, Inc., dated April 24, 2026 (incorporated by reference to Exhibit 10.27 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 10, 2026 (File No. 333-292514)). |
| 10.8 | Form of Lock-Up Agreement (incorporated by reference to Exhibit 10.39 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed with the SEC on February 13, 2026 (File No. 333-292514)). |
| 10.9 | Form of Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.57 to Amendment No. 6 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 29, 2026 (File No. 333-292514)). |
| 10.10 | QumulusAI Subscription Order Form and General Terms and Conditions dated May 11, 2026 (incorporated by reference to Exhibit 10.61 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 10, 2026 (File No. 333-292514)). |
| 10.11 | Securities Purchase Agreement between QumulusAI, Inc. and each of the investors listed on the Schedule of Buyers attached thereto, dated June 2026 (incorporated by reference to Exhibit 10.65 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 10, 2026 (File No. 333-292514)). |
| Exhibit No. | Description |
| 10.12 | Form of Senior Secured Convertible Note (incorporated by reference to Exhibit 10.66 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on June 10, 2026 (File No. 333-292514)). |
| 10.13 | First Amendment to Surface Lease Agreement, dated July 17, 2026, by and between TOM-STACK, LLC and SPRE WATONGA OK, LLC (filed herewith). |
| 31.1 | Certification of President and Chief Executive Officer pursuant to SEC Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 31.2 | Certification of Chief Financial Officer pursuant to SEC Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 32.1 | Certification of President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
| 101 | The following materials from QumulusAI, Inc.’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2026, formatted in Inline XBRL (Extensible Business Reporting Language): (i) the unaudited Condensed Consolidated Balance Sheets, (ii) the unaudited Condensed Consolidated Statements of Operations, (iii) the unaudited Condensed Consolidated Statements of Shareholders’ Equity, (iv) the unaudited Condensed Consolidated Statements of Cash Flows, and (v) Notes to Unaudited Condensed Consolidated Financial Statements (filed herewith). |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| QUMULUSAI, INC. | |
| /s/ Michael Maniscalco | |
| Date: August 25, 2026 | Michael Maniscalco |
|---|---|
| Chief Executive Officer | |
| (Principal Executive Officer) | |
| /s/ Scott Krosnowski | |
| Date: August 25, 2026 | Scott Krosnowski |
| Chief Financial Officer | |
| (Principal Financial Officer) |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.