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    Hyperscale Data Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    5/20/25 4:45:40 PM ET
    $GPUS
    Industrial Machinery/Components
    Technology
    Get the next $GPUS alert in real time by email
    false 0000896493 0000896493 2025-05-20 2025-05-20 0000896493 GPUS:ClassCommonStock0.001ParValueMember 2025-05-20 2025-05-20 0000896493 GPUS:Sec13.00SeriesDCumulativeRedeemablePerpetualPreferredStockParValue0.001PerShareMember 2025-05-20 2025-05-20 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 20, 2025

     

    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 20, 2025, Hyperscale Data, Inc., a Delaware corporation (the “Company”), issued a press release announcing a cash dividend to holders of the Series D 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 (“Series E Preferred Stock”) of $0.41666 per share. The declared dividend on the Series E Preferred Stock is for the previously deferred dividend for the month ended April 30, 2025 as well as for the current month of May 2025. The record date for both dividends is May 31, 2025, and the payment date is June 10, 2025. 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 20, 2025.
         
    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 20, 2025

    /s/ Kenneth S. Cragun

     
     

    Kenneth S. Cragun

     
      Chief Financial Officer  

     

     

    -3-

     

     

     

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