Hyperscale Data Inc.

06/13/2025 | Press release | Distributed by Public on 06/13/2025 15:16

Private Placement (Form 8-K)

Item 3.02 Unregistered Sales of Equity Securities.

Between June 9, 2025 and June 12, 2025, Hyperscale Data, Inc. (the "Company") issued an aggregate of 205,000 shares of Class A Common Stock upon conversion of approximately 720.26925 shares of Series B Convertible Preferred Stock. Between June 5, 2025 and June 11, 2025, the Company issued an aggregate of 359 shares of Class A Common Stock upon conversion of an equal number of shares of Class B Common Stock. The shares of Class A Common Stock were issued in reliance upon exemption from the registration requirements under Section 4(a)(2) under the Securities Act of 1933, as amended.

On June 5, 2025, we issued 145,000 shares of Class A Common Stock upon conversion of $281,521 of an outstanding convertible note. The Class A Common Stock were offered and sold in reliance upon an exemption from the registration requirements under Section 3(a)(9) under the Securities Act.

As of June 12, 2025, the Company had 3,151,372 shares of Class A Common Stock outstanding.

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