Material Event (Form 8-K)

Item 8.01 Other Events.

On October 16 2026, Fermi Inc. (the "Company") announced that Fermi Turbine Warehouse LLC (the "Borrower") and Firebird Equipment Holdco LLC, each an indirect wholly owned subsidiary of the Company, entered into a Limited Waiver and Amendment No. 1 to the Equipment Supply Loan Financing Agreement (the "Amendment") with MUFG Bank, Ltd., as administrative agent and lender ("MUFG"). The Amendment amends the Equipment Supply Loan Financing Agreement, dated as of February 10, 2026 (the "Financing Agreement"). Among other things, the Amendment eliminates the covenant requiring the Company to enter into a lease or offtake arrangement for 400 MW on the Project Matador site by November 10, 2026. Additionally, the amendment eliminated the potential increase in amortization resulting from the failure to satisfy such covenant. The Company believes this eliminates potential required principal payments by approximately $22 million in the fourth quarter of 2026, approximately $19 million in the first quarter of 2027 and approximately $15 million in the second quarter of 2027. In connection with the Amendment, MUFG remains administrative agent for a new syndicate of lenders and the Company paid amendment fees totaling $25 million.