Business Context and Reporting Period
Company: Hyperscale Data, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: October 10, 2025
Reporting Period: Events occurring between September 29, 2025, and October 9, 2025.
Primary Event: Unregistered sales of equity securities via conversions of preferred stock, common stock, and convertible notes.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, or debt levels. The report focuses exclusively on capital structure changes.
- Outstanding Class A Common Stock (as of Oct 9, 2025): 188,945,811 shares.
- Convertible Note Principal Converted: $905,662 (principal and accrued interest).
Material Changes Versus Prior Period
The filing details significant increases in the number of outstanding Class A Common Stock shares due to the following conversions:
- Series B Convertible Preferred Stock: 3,500 shares converted into 8,750,000 shares of Class A Common Stock (Sept 29 - Oct 7, 2025).
- Class B Common Stock: 256 shares converted into 256 shares of Class A Common Stock (Sept 29 - Oct 8, 2025).
- Convertible Note: $905,662 of principal and accrued interest converted into 2,264,155 shares of Class A Common Stock (Oct 7, 2025).
Total new shares issued in this period: 11,014,411 shares.
Guidance, Outlook, and Risks
Management Commentary: The filing contains no forward-looking guidance, outlook, or management commentary regarding future operations or financial performance.
Risks and Contingencies: No specific risks or contingencies are disclosed in this report.
Unusual Items: The issuance of shares was conducted in reliance upon an exemption from registration requirements under Section 4(a)(2) of the Securities Act of 1933.
Investor Verification Checklist
- Verify the total number of outstanding shares (188,945,811) against the latest 10-Q or 10-K filings to confirm the dilution impact.
- Confirm the terms of the Series B Convertible Preferred Stock and the specific conversion ratio used (1:2,500).
- Review the details of the convertible note converted on October 7, 2025, to understand the interest rate and maturity terms.
- Check for any subsequent filings regarding the impact of these issuances on the company's capitalization table.