Welcome to our dedicated page for Fermi SEC filings (Ticker: FRMI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Fermi Inc. filings document an emerging growth company developing private power and site infrastructure for Project Matador. Current reports describe common stock disclosure, material-event reporting, leadership and board changes, shareholder solicitation materials, and governance arrangements, including director nomination rights and charter-related control matters.
The company's 8-K filings also cover material definitive agreements and capital-structure matters, including equipment financing for Siemens Energy SGT-800 industrial gas turbines and related equipment for Project Matador. The filings identify operating subsidiaries used for project financing and disclose Regulation FD communications, shareholder voting matters, and operating and financial results categories.
Fermi Inc. (FRMI) reported that its Chief Commercial Officer, Bofa Anna, has filed an initial Form 3 as an officer of the company. The filing lists her as a reporting person but shows no reportable transactions or equity holdings at this time.
Fermi Inc. (FRMI) disclosed that its first annual meeting of stockholders will be held on October 30, 2026, with a record date of August 31, 2026 for stockholders entitled to receive notice and vote. Detailed time, location, and agenda will be provided in a forthcoming proxy statement filed with the SEC.
Stockholder proposals under Rule 14a-8, as well as other director nominations and proposals under the Company’s Bylaws and the universal proxy rules, must be received by September 10, 2026 at Fermi’s Dallas address. Fermi also reports that independent director Lee McIntire was appointed Chief Executive Officer effective August 11, 2026, resigned from the Audit Committee, and that independent director Jeffrey Stein was appointed to the Audit Committee on August 25, 2026.
Fermi Inc. (FRMI) reported that Chief Operating Officer Jacobo Ortiz Blanes received an equity award on 2026-08-20. He acquired 147,059 shares of common stock at a reported price of $0.00 per share, representing an award of restricted stock units under the 2025 Long-Term Incentive Plan that generally vest in one-third installments on each of the first, second, and third anniversaries of the grant date, subject to his continued service relationship with the company.
After this award, Ortiz directly holds 5,616,151 shares of Fermi common stock, including 4,347,059 shares of restricted common stock subject to time-based vesting conditions. He also is associated with an indirect holding of 7,875,000 shares held by Las Brisas Financial Services LLC, where he is a managing member and may be deemed to beneficially own shares to the extent of his pecuniary interest, while formally disclaiming beneficial ownership beyond that.
Fermi Inc. (symbol: FRMI) is the issuer of record for a Form 4 filing submitted to the SEC.
Fermi Inc. is an early-stage developer of Project Matador, a private-grid powered AI data center campus in Texas. As of June 30, 2026, it had $1.76 billion in assets, largely $1.55 billion of construction in progress and land, but had not yet generated revenue.
For the six months ended June 30, 2026, Fermi recorded a net loss of $214.5 million and used $56.0 million in operating cash, while investing $626.2 million in property, plant, and equipment funded mainly by new equipment financings that raised total debt, net to $520.1 million. Cash and restricted cash totaled $91.7 million.
Management discloses that the capital-intensive build-out, lack of revenue, and large near-term commitments initially raised substantial doubt about Fermi’s ability to continue as a going concern, but concludes that existing cash, undrawn equipment facilities, $431.3 million of 5.00% convertible notes issued in July 2026, and the ability to sequence spending alleviate that doubt. Subsequent events include a 15-year TensorWave lease expected to deliver ~$6.5 billion in contracted revenue for 222 MW, an option to expand to 650 MW, and a framework with Hillcore under which Hillcore would finance and own up to 2.6 GW of gas, solar, and storage capacity, potentially reducing Fermi’s direct power capex.
Fermi Inc. reported an updated ownership position for shareholder Robert Randolph Neugebauer. As of June 30, 2026, he is deemed to beneficially own 11,544,870 shares of Fermi common stock through two 1998 Children's Trusts for Nathan R. and Noah T. Neugebauer.
Based on 638,083,359 shares outstanding as of June 10, 2026, this represents approximately 1.8% of Fermi’s common stock. The filing notes that Neugebauer has ceased to be the beneficial owner of more than five percent of the class. He reports no sole voting or dispositive power, and shared voting and dispositive power over all reported shares as trustee, while disclaiming beneficial ownership except to the extent of his pecuniary interest.
Fermi Inc. appointed Lee McIntire as Chief Executive Officer effective August 11, 2026, while he continues to serve as a director without additional director fees. Under an Employment Agreement, he receives an annual base salary of $750,000, is eligible for a target annual bonus equal to 100% of base salary with a maximum of 200% of the target bonus, and a monthly housing allowance of $15,000. He will participate in the company’s 2025 Long-Term Incentive Plan and is to receive restricted stock units with a grant date fair market value of $3,000,000, which cliff vest after one year, subject to continued employment, with specified accelerated vesting upon certain termination or change in control events.
Fermi Inc. is transitioning from development toward construction of its Project Matador AI power campus while remaining pre-revenue and loss-making. For the quarter ended June 30, 2026, it reported a net loss of $25.8 million, or $0.04 per share, driven by $26.8 million of general and administrative expenses. Cash and restricted cash totaled $91.7 million, with heavy capital investment bringing property, plant, and equipment to $1.55 billion and debt to $520.1 million.
Commercially, Fermi signed its first anchor customer, a 15-year turnkey binding lease with TensorWave for 222 MW of power at Project Matador, expected to generate approximately $6.5 billion of revenue over the contract term, with options that could expand total facility power to about 650 MW. It also formed a build-own-operate-transfer alliance with Hillcore for about 2.6 GW of additional generation, targeting 4.8 GW of on-site power within roughly 30 months without Fermi committing capital or issuing debt for that plant.
Liquidity was bolstered in July through the issuance of more than $431 million of 5.00% Convertible Senior Notes due 2031, producing $416.8 million of net proceeds before $34.5 million of capped call costs. The notes have an initial conversion price of about $9.52 per share, with capped call transactions designed to prevent dilution up to an effective strike price of $14.64 per share. The company highlights a path to approximately 200 MW of initial commercial power over the next six months and about 1.5 GW over 18 to 24 months, subject to binding customer agreements and approvals.
Fermi Inc. appointed four senior officers, effective July 22, 2026: George Wentz as General Counsel, Anna Bofa as Chief Commercial Officer, Jacobo Ortiz as Chief Operating Officer and Rob Masson as Chief Financial Officer, each under Employment Agreements with an initial five-year term. Ms. Bofa and Mr. Ortiz will also continue as Co-Chairs of the Interim Office of the CEO.
The agreements provide annualized base salaries of $500,000 for Wentz, Bofa and Ortiz and $650,000 for Masson, with target annual bonuses equal to 100% of base salary and a maximum equal to 200% of the target bonus. Severance includes 18 months of base salary, 1.5x target bonus, the prior year’s unpaid bonus and up to 18 months of subsidized COBRA coverage, with additional accelerated vesting features for certain sign-on equity awards. Under the 2025 Long-Term Incentive Plan, they receive equity awards with grant date values from $2,250,000 to $3,000,000, plus substantial sign-on restricted stock unit grants, some of which vest immediately and others over multi-year schedules.
Fermi Inc. reports that director Miles Everson resigned from the Board of Directors, effective immediately on July 10, 2026. The company later received a response letter from Mr. Everson dated July 19, 2026, which is included as Exhibit 17.1 as part of this disclosure.