Sell4

New ERA Energy & Digital, Inc.

NUAI

Total Value

$19.3M

Net $15.5M sold

Filing Date

Oct 16, 2026

2 transactions

Sales

$15.5M

2 transactions

Trade Summary

On Oct 14, 2026, MCCARTHY KENT C, 10% Owner, sold $19.3M of New ERA Energy & Digital, Inc. (NUAI) across 2 transactions. The filing covers Common Stock, $0.0001 par value per share and reflects net selling of $15.5M. Reported prices ranged from $3.61 to $5.00. Insider transactions are sourced from SEC Form 4 disclosures and should be reviewed alongside company fundamentals and the insider's broader trading history.

Price at the Time of the Trade

NUAI daily price with the insider's sale marked at $3.62.

Sold near the 6-month low · the stock trades 14% lower today.

Price data is delayed and provided for context only — not investment advice.

Insider Information

Name: MCCARTHY KENT C
Role: 10% Owner
Location: SHAWNEE, KS

Filing Details

Filing Date: Oct 16, 2026
Transaction Date: Oct 14, 2026
Accession Number: 0001225028-26-000007
Form Type: 4
Net Trading Amount: -$15.5M

Non-Derivative Transactions

Date	Security	Shares	Price	Type	Value
Oct 14, 2026	Common Stock, $0.0001 par value per share	200,000	$3.91	Sale	$781.7K
Oct 14, 2026	Common Stock, $0.0001 par value per share	4,090,000	$3.61	Sale	$14.8M

Derivative Transactions

Date	Security	Shares	Exercise Price	Type	Value
Oct 14, 2026	NUAI derivative	50,000	$5.00	Sale	$250.0K
Oct 14, 2026	NUAI derivative	200,000	$5.00	Sale	$1.0M
Oct 14, 2026	NUAI derivative	500,000	$5.00	Purchase	$2.5M

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Footnotes

(F1)These securities were held directly by Kent C. McCarthy. Neither AMC nor KCM had any beneficial or pecuniary interest in these securities.
(F2)These securities are held directly by AMC Fund, L.P., which is controlled by KCM Capital, Inc., which is in turn controlled by Kent C. McCarthy. KCM and Mr. McCarthy are indirect beneficial owners of the reported securities. As a result of the transaction reported on this Form 4, AMC, KCM, and Kent C. McCarthy no longer beneficially own more than 10% of the equity securities of New ERA Energy & Digital, Inc. Accordingly, AMC, KCM, and Kent C. McCarthy are no longer subject to Section 16 with respect to transactions in the equity securities of New ERA Energy & Digital, Inc. and therefore will no longer report such transactions on Form 4 or Form 5.
(F3)The holder of the option may exercise at any time.
(F4)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.4142 to $3.9148, inclusive. The reporting person undertakes to provide to New ERA Energy & Digital, Inc., any security holder of New ERA Energy & Digital, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) and (5) to this Form 4.
(F5)The price reported in Column 8 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.2000 to $1.3093, inclusive.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MCCARTHY KENT C

(Last)

(First)

(Middle)

13021 W 74TH ST

(Street)

SHAWNEE

66216

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
New ERA Energy & Digital, Inc. [ NUAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/14/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.0001 par value per share	10/14/2026		S		200,000	D	$3.9085	0	D⁽¹⁾
Common Stock, $0.0001 par value per share	10/14/2026		S		4,090,000	D	$3.6102⁽⁴⁾	5,460,000	I	By AMC Fund⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Call option	$5	10/14/2026		S			50,000	⁽³⁾	01/15/2027	Common Stock, $0.0001 par value per share	50,000	$0.5636	0	D⁽¹⁾
Call option	$5	10/14/2026		S			200,000	⁽³⁾	01/21/2028	Common Stock, $0.0001 par value per share	200,000	$1.2649⁽⁵⁾	0	D⁽¹⁾
Call option	$5	10/14/2026		P		500,000		⁽³⁾	01/15/2027	Common Stock, $0.0001 par value per share	500,000	$0.4835	1,660,000	I	By AMC Fund⁽²⁾
Call option	$5							⁽³⁾	01/21/2028	Common Stock, $0.0001 par value per share	0		680,000	I	By AMC Fund⁽²⁾

1. Name and Address of Reporting Person^*

MCCARTHY KENT C

(Last)

(First)

(Middle)

13021 W 74TH ST

(Street)

SHAWNEE

66216

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

KCM Capital Inc

(Last)

(First)

(Middle)

13021 W 74TH ST

(Street)

SHAWNEE

66216

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

AMC Fund, L.P.

(Last)

(First)

(Middle)

13021 W 74TH ST

(Street)

SHAWNEE

66216

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. These securities were held directly by Kent C. McCarthy. Neither AMC nor KCM had any beneficial or pecuniary interest in these securities.

2. These securities are held directly by AMC Fund, L.P., which is controlled by KCM Capital, Inc., which is in turn controlled by Kent C. McCarthy. KCM and Mr. McCarthy are indirect beneficial owners of the reported securities. As a result of the transaction reported on this Form 4, AMC, KCM, and Kent C. McCarthy no longer beneficially own more than 10% of the equity securities of New ERA Energy & Digital, Inc. Accordingly, AMC, KCM, and Kent C. McCarthy are no longer subject to Section 16 with respect to transactions in the equity securities of New ERA Energy & Digital, Inc. and therefore will no longer report such transactions on Form 4 or Form 5.

3. The holder of the option may exercise at any time.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.4142 to $3.9148, inclusive. The reporting person undertakes to provide to New ERA Energy & Digital, Inc., any security holder of New ERA Energy & Digital, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) and (5) to this Form 4.

5. The price reported in Column 8 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.2000 to $1.3093, inclusive.

	Kent C. McCarthy, Authorized Person	10/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Form 4 as rendered by the SEC from accession 0001225028-26-000007.

New ERA Energy & Digital, Inc.

Trade Summary

Price at the Time of the Trade

Company Information

Insider Information

Filing Details

Non-Derivative Transactions

Derivative Transactions

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Footnotes

SEC Form 4

SEC Filing

SEC Form 4

Price at the Time of the Trade