New insider Ault & Company, Inc. claimed ownership of 721 shares (SEC Form 3)
$GPUS
Industrial Machinery/Components
Technology
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 07/23/2024 |
3. Issuer Name and Ticker or Trading Symbol
Hyperscale Data, Inc. [ GPUS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 721(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series C Convertible Preferred Stock | (2) | (3) | Common Stock | (4) | (4) | D | |
| Series C Warrants | (5) | (5) | Common Stock | 371,661(2) | $118.3875 | D | |
| October 2023 Warrants | (5) | (5) | Common Stock | 54,498(2) | $160.7375 | D | |
| Explanation of Responses: |
| 1. All price and ownership figures have been adjusted for the 1-for-35 reverse stock split on November 22, 2024. |
| 2. Each share of Series C Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $306.25 or (B) 105% of the volume weighted average price of the Common Stock during the ten trading days immediately prior to the date of conversion (the "Conversion Price"). The Conversion Price is subject to adjustment in the event of an issuance of Common Stock at a price per share lower than the Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events. |
| 3. The Series C Convertible Preferred Stock has no expiration date. |
| 4. As of June 20, 2025, the Conversion Price was $1.0721 per share, so each share of Series C Convertible Preferred Stock is convertible into approximately 932.75 shares of Common Stock. |
| 5. The October 2023 and the Series C Warrants have a five-year term, expiring on the fifth anniversary of the date of issuance, and become exercisable on the first business day after the six-month anniversary of the date of issuance. |
| Remarks: |
| Mr. Ault, Chief Executive Officer of Ault & Company, Inc. ("Ault & Co."), is a director of the Issuer. For purposes of Section 16 of the Exchange Act, Ault & Co. may be deemed a director by deputization by virtue of its representation on the Board of Directors of the Issuer. The holdings reported herein were previously disclosed on Section 16 filings made by Mr. Ault, and this filing is being made solely for the purpose of identifying Ault & Co. directly as reporting person for Section 16 purposes. |
| /s/ Milton C. Ault, III, Chief Executive Officer of Ault & Company, Inc. | 06/20/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||