{"filing":{"accession_number":"0001437749-26-023712","cik":"0002084026","ticker":"QMLS","company_name":"QumulusAI, Inc.","form":"8-K","filing_date":"2026-07-16","report_date":null,"primary_document":"quma20260715_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/2084026/000143774926023712/quma20260715_8k.htm"},"events":[{"id":18449,"run_id":16585,"accession_number":"0001437749-26-023712","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"QumulusAI, Inc. shareholders approved and adopted the 2026 Equity Incentive Plan, which permits grants of stock options, restricted stock units, performance awards, and other equity-based compensation to employees, directors, and consultants, with an initial share pool of 4,770,000 shares and annual increases.","company_name":"QumulusAI, Inc.","ticker":"QMLS","filing_date":"2026-07-16","form":"8-K","submitted_at":null,"items":[{"id":17261,"accession_number":"0001437749-26-023712","item_number":"5.02","item_title":null,"event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on shareholder approval and adoption of the QumulusAI, Inc. 2026 Equity Incentive Plan, which permits grants of stock options, restricted stock units, performance awards, and other equity-based compensation to employees, directors, and consultants. The filing details the plan's structure, share pool (4,770,000 shares with annual increases), and award agreement forms, all of which are core compensatory arrangements. This is a material governance and compensation event tied to the company's direct listing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T20:32:09.814299+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":18450,"run_id":16585,"accession_number":"0001437749-26-023712","anchor_item_number":"3.03","event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.65,"summary":"QumulusAI, Inc. disclosed a material modification to the rights of security holders, incorporating Item 5.03 by reference; the specific nature of the modification cannot be determined from the cross-reference alone but relates to governance matters.","company_name":"QumulusAI, Inc.","ticker":"QMLS","filing_date":"2026-07-16","form":"8-K","submitted_at":null,"items":[{"id":17260,"accession_number":"0001437749-26-023712","item_number":"3.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.65,"reasoning":"Item 3.03 discloses a material modification to rights of security holders by incorporating Item 5.03 by reference. Without access to the actual Item 5.03 content, the specific nature of the modification cannot be determined; however, modifications to security holder rights are inherently governance matters. The materiality is presumed given the explicit Item 3.03 disclosure, which is reserved for material modifications. This is classified as governance_other because the specific type of modification (charter amendment, preferred stock issuance, voting rights change, etc.) cannot be determined from the cross-reference alone.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T20:32:09.814299+00:00","company_name":"","ticker":null,"filing_date":""},{"id":17262,"accession_number":"0001437749-26-023712","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"reasoning":"This disclosure concerns amendments to QumulusAI's Articles of Incorporation filed in connection with its Direct Listing, including updates to registered agent/office, authorized share capital, quorum requirements, board composition, director liability, voting thresholds, and anti-takeover provisions under Georgia law. While governance-related, these are routine administrative and structural amendments typical of a company transitioning to public status, not a material event affecting investor assessment of business operations or financial condition.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T20:32:09.814299+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":17260,"accession_number":"0001437749-26-023712","item_number":"3.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":true,"confidence":0.65,"reasoning":"Item 3.03 discloses a material modification to rights of security holders by incorporating Item 5.03 by reference. Without access to the actual Item 5.03 content, the specific nature of the modification cannot be determined; however, modifications to security holder rights are inherently governance matters. The materiality is presumed given the explicit Item 3.03 disclosure, which is reserved for material modifications. This is classified as governance_other because the specific type of modification (charter amendment, preferred stock issuance, voting rights change, etc.) cannot be determined from the cross-reference alone.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T20:32:09.814299+00:00","company_name":"QumulusAI, Inc.","ticker":"QMLS","filing_date":"2026-07-16"},{"id":17261,"accession_number":"0001437749-26-023712","item_number":"5.02","item_title":null,"event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"The disclosure centers on shareholder approval and adoption of the QumulusAI, Inc. 2026 Equity Incentive Plan, which permits grants of stock options, restricted stock units, performance awards, and other equity-based compensation to employees, directors, and consultants. The filing details the plan's structure, share pool (4,770,000 shares with annual increases), and award agreement forms, all of which are core compensatory arrangements. This is a material governance and compensation event tied to the company's direct listing.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T20:32:09.814299+00:00","company_name":"QumulusAI, Inc.","ticker":"QMLS","filing_date":"2026-07-16"},{"id":17262,"accession_number":"0001437749-26-023712","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.85,"reasoning":"This disclosure concerns amendments to QumulusAI's Articles of Incorporation filed in connection with its Direct Listing, including updates to registered agent/office, authorized share capital, quorum requirements, board composition, director liability, voting thresholds, and anti-takeover provisions under Georgia law. While governance-related, these are routine administrative and structural amendments typical of a company transitioning to public status, not a material event affecting investor assessment of business operations or financial condition.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-16T20:32:09.814299+00:00","company_name":"QumulusAI, Inc.","ticker":"QMLS","filing_date":"2026-07-16"}]}