Business Context and Reporting Period
Company: Hyperscale Data, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: July 16, 2025
Reporting Period: Events occurring between July 10, 2025, and July 16, 2025.
Key Financial Metrics and Capital Structure
This filing does not report revenue, profit, cash flow, or operating margins. It focuses on capital structure changes and dividend declarations.
- Outstanding Shares: As of July 15, 2025, there were 19,314,883 shares of Class A Common Stock outstanding.
- Dividend Declaration (Series D): $0.2708333 per share on 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock.
- Dividend Declaration (Series E): $0.20833 per share on 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock.
- Record Date: July 31, 2025.
- Payment Date: August 11, 2025.
Material Changes and Corporate Actions
The filing details unregistered sales of equity securities and debt conversions occurring in mid-July 2025:
- Preferred to Common Conversion: Between July 10 and July 15, 2025, the company issued 2,525,000 shares of Class A Common Stock upon conversion of approximately 2,290.14 shares of Series B Convertible Preferred Stock.
- Class B to Class A Conversion: On July 11, 2025, 19 shares of Class A Common Stock were issued upon conversion of an equal number of Class B Common Stock shares.
- Debt Conversion: On July 15, 2025, 100,000 shares of Class A Common Stock were issued upon conversion of $94,628 of an outstanding convertible note.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future operations, or specific risk factors beyond standard regulatory disclosures. The primary disclosure under Item 7.01 (Regulation FD) relates to the dividend announcement, which is incorporated by reference via a press release.
Investor Verification Checklist
- Verify the total cash outflow required for the declared dividends on Series D and Series E preferred stock.
- Confirm the dilution impact of the 2,625,019 newly issued Class A Common Stock shares on existing shareholders.
- Review the terms of the convertible note converted on July 15, 2025, to understand the reduction in debt obligations.
- Check the company's liquidity position to ensure it can meet the August 11, 2025, dividend payment date.