STOCK TITAN

Preferred dividends and ACG split plans at Hyperscale Data (NYSE: GPUS)

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Hyperscale Data, Inc. announced that its Board has declared monthly cash dividends on two preferred stock series. Holders of the 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock will receive a dividend of $0.2708333 per share, while holders of the 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock will receive $0.20833 per share. The record date for both dividends is May 31, 2026, and the payment date is June 10, 2026.

The company describes its business as an AI-focused data center operator, including digital asset mining and hosting, and outlines plans for a future divestiture of its Ault Capital Group subsidiary through the exchange of 1,000,000 shares of Series F Exchangeable Preferred Stock into ACG shares, which it currently expects to occur in the second quarter of 2027.

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Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Series D dividend rate 13.00% Stated rate on Series D Cumulative Redeemable Perpetual Preferred Stock
Series D monthly dividend $0.2708333 per share Monthly cash dividend on 13.00% Series D preferred
Series E dividend rate 10.00% Stated rate on Series E Cumulative Redeemable Perpetual Preferred Stock
Series E monthly dividend $0.20833 per share Monthly cash dividend on 10.00% Series E preferred
Dividend record date May 31, 2026 Record date for Series D and Series E dividends
Dividend payment date June 10, 2026 Payment date for Series D and Series E dividends
Series F shares issued 1,000,000 shares Series F Exchangeable Preferred Stock issued December 23, 2024
Expected divestiture timing Q2 2027 Company currently expects ACG divestiture in second quarter of 2027
Cumulative Redeemable Perpetual Preferred Stock financial
"13.00% Series D Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share"
A cumulative redeemable perpetual preferred stock is a type of ownership share that pays fixed dividends forever unless the company stops them, and any missed dividends accumulate and must be paid later. It can be redeemed (bought back) by the issuer at specified times or prices, so it behaves partly like a long-term loan; investors care because it sits ahead of common shares for payments and can affect a company’s cash needs and perceived credit risk.
record date financial
"The record date for both dividends is May 31, 2026, and the payment date is June 10, 2026."
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
Series F Exchangeable Preferred Stock financial
"the Company issued one million (1,000,000) shares of a newly designated Series F Exchangeable Preferred Stock"
A Series F exchangeable preferred stock is a specific class of preferred shares that pays regular dividends, has priority over common stock if the company is liquidated, and can be swapped for common shares or other securities under preset terms. Think of it as a hybrid between a bond and a stock: it offers steadier income and downside protection compared with common shares, but also a built‑in option to convert into common equity for upside—important for assessing income, risk and potential dilution.
exchange offer financial
"in the exchange offer through which the Divestiture will occur"
An exchange offer is a proposal where a company asks investors to swap existing securities, like bonds or shares, for new ones, often with different terms or maturity dates. It matters to investors because it can affect the value of their holdings and the company's financial strategy, potentially providing benefits like better interest rates or reduced debt.
forward-looking statements regulatory
"This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
private credit and structured finance financial
"ACG is actively engaged in private credit and structured finance through a licensed lending subsidiary."
false 0000896493 0000896493 2026-05-18 2026-05-18 0000896493 GPUS:ClassCommonStock0.001ParValueMember 2026-05-18 2026-05-18 0000896493 GPUS:Sec13.00SeriesDCumulativeRedeemablePerpetualPreferredStockParValue0.001PerShareMember 2026-05-18 2026-05-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

____________________________________________________________

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

___________________________________________________________________

 

Date of Report (Date of earliest event reported): May 18, 2026

 

HYPERSCALE DATA, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-12711   94-1721931
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (I.R.S. Employer Identification No.)

 

11411 Southern Highlands Parkway, Suite 190, Las Vegas, NV 89141

(Address of principal executive offices) (Zip Code)

 

(949) 444-5464

(Registrant's telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class  

Trading

Symbol(s)

  Name of each exchange on which registered
Class A Common Stock, $0.001 par value   GPUS   NYSE American
13.00% Series D Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share   GPUS PD   NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

  
 

 

Item 7.01Regulation FD Disclosure.

 

On May 18, 2026, Hyperscale Data, Inc. (the “Company”) issued a press release announcing a cash dividend to holders of the 13.00% Series D Cumulative Redeemable Preferred Stock of $0.2708333 per share (the “Press Release”). In addition, the Press Release also announced a cash dividend to holders of the 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock of $0.20833 per share. The record date for both dividends is May 31, 2026, and the payment date is June 10, 2026. A copy of the Press Release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

 

In accordance with General Instruction B.2 of Form 8-K, the information under this item shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

 

Item 9.01Financial Statements and Exhibits.

 

(d)Exhibits:

 

Exhibit No.    Description
99.1   Press Release issued on May 18, 2026.
     
101   Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

 

 -2- 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

  HYPERSCALE DATA, INC.
   
   
Dated: May 18, 2026 /s/ Henry Nisser
  Henry Nisser
  President and General Counsel

 

 

-3-

 

 

 

 

Exhibit 99.1

 

 

 

Hyperscale Data Declares Monthly Cash Dividend of $0.2708333 per Share of 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock

 

Hyperscale Data Also Declares Monthly Cash Dividend of $0.20833 per Share of 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock

 

LAS VEGAS--(PR NEWSWIRE) – May 18, 2026 – Hyperscale Data, Inc. (NYSE American: GPUS), an artificial intelligence (“AI”) data center company anchored by Bitcoin (“Hyperscale Data” or the “Company”), today announced that its Board of Directors (the “Board”) has declared a monthly cash dividend of $0.2708333 per share of the Company’s outstanding 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock.

 

Link to NYSE quote for the Company’s 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock: https://www.nyse.com/quote/XASE:GPUSpD

 

The Company also announced today that the Board has declared a monthly cash dividend of $0.20833 per share of the Company’s outstanding 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock.

 

The record date for both dividends is May 31, 2026, and the payment date is Wednesday, June 10, 2026.

 

For more information on Hyperscale Data and its subsidiaries, Hyperscale Data recommends that stockholders, investors, and any other interested parties read Hyperscale Data’s public filings and press releases available under the Investor Relations section at hyperscaledata.com or available at www.sec.gov.

 

About Hyperscale Data, Inc.

 

Through its wholly owned subsidiary Sentinum, Inc., Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and hosting services for the emerging AI ecosystems and other industries. Hyperscale Data’s other wholly owned subsidiary, Ault Capital Group, Inc. (“ACG”), is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact.

 

Hyperscale Data currently expects the divestiture of ACG (the “Divestiture”) to occur in the second quarter of 2027. Upon the occurrence of the Divestiture, the Company would be an owner and operator of data centers to support high-performance computing services, as well as a holder of the digital assets. Until the Divestiture occurs, the Company will continue to provide, through ACG and its wholly and majority-owned subsidiaries and strategic investments, mission-critical products that support a diverse range of industries, including an AI software platform, equipment rental services, defense/aerospace, industrial, automotive, medical/biopharma and hotel operations. In addition, ACG is actively engaged in private credit and structured finance through a licensed lending subsidiary. Hyperscale Data’s headquarters are located at 11411 Southern Highlands Parkway, Suite 190, Las Vegas, NV 89141.

 

   
 

 

 

 

On December 23, 2024, the Company issued one million (1,000,000) shares of a newly designated Series F Exchangeable Preferred Stock (the “Series F Preferred Stock”) to all common stockholders and holders of the Series C Preferred Stock on an as-converted basis. The Divestiture will occur through the voluntary exchange of the Series F Preferred Stock for shares of Class A Common Stock and Class B Common Stock of ACG (collectively, the “ACG Shares”). The Company reminds its stockholders that only those holders of the Series F Preferred Stock who agree to surrender such shares, and do not properly withdraw such surrender, in the exchange offer through which the Divestiture will occur, will be entitled to receive the ACG Shares and consequently be shareholders of ACG upon the occurrence of the Divestiture.

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “believes,” “plans,” “anticipates,” “projects,” “estimates,” “expects,” “intends,” “strategy,” “future,” “opportunity,” “may,” “will,” “should,” “could,” “potential,” or similar expressions. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties.

 

Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future events. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors. More information, including potential risk factors, that could affect the Company’s business and financial results are included in the Company’s filings with the U.S. Securities and Exchange Commission, including, but not limited to, the Company’s Forms 10-K, 10-Q and 8- K. All filings are available at www.sec.gov and on the Company’s website at hyperscaledata.com.

 

Hyperscale Data Investor Contact:

IR@hyperscaledata.com or 1-888-753-2235

 

 

 

 

 

FAQ

What dividends did Hyperscale Data (GPUS) declare on its preferred stock?

Hyperscale Data’s Board declared monthly cash dividends of $0.2708333 per share on its 13.00% Series D preferred stock and $0.20833 per share on its 10.00% Series E preferred stock, reflecting their stated dividend rates.

What are the record and payment dates for Hyperscale Data (GPUS) dividends?

The cash dividends on Hyperscale Data’s Series D and Series E preferred stock have a record date of May 31, 2026 and a payment date of June 10, 2026, meaning eligible holders must be on record by that date.

What type of preferred shares does Hyperscale Data (GPUS) have listed?

Hyperscale Data lists 13.00% Series D Cumulative Redeemable Perpetual Preferred Stock and 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock, each paying stated monthly dividends per share and trading on the NYSE American under related symbols.

How does Hyperscale Data (GPUS) plan to divest Ault Capital Group?

Hyperscale Data currently expects the divestiture of Ault Capital Group to occur in Q2 2027 through a voluntary exchange of 1,000,000 Series F Exchangeable Preferred shares for ACG Class A and Class B common stock (ACG Shares).

Who will receive ACG shares in the planned Hyperscale Data divestiture?

Only holders of Series F Exchangeable Preferred Stock who surrender their shares in the exchange offer, and do not properly withdraw that surrender, will receive ACG Shares and become shareholders of Ault Capital Group upon divestiture.

What businesses does Hyperscale Data (GPUS) currently operate?

Through Sentinum, Hyperscale Data operates a data center for digital asset mining and AI-related hosting. Through Ault Capital Group, it holds diversified businesses, including an AI software platform, equipment rental, defense/aerospace, industrial, automotive, medical/biopharma, hotel operations, and private credit.

Filing Exhibits & Attachments

5 documents