UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT

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

June 45, 2026

(Date of earliest event reported)

HUT 8 CORP.
(Exact name of registrant as specified in its charter)

Delaware	001-41864	92-2056803
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer  Identification No.)

1101 Brickell Avenue, Suite 1500, Miami, Florida	33131
(Address of principal executive offices)	(Zip Code)

(305) 224-6427

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

¨	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
Common Stock, par value $0.01 per share	HUT	The Nasdaq Stock Market LLC

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 78.01. ~~Regulation~~Other ~~FD Disclosure~~Events.

On June 4, 2026, ~~Beacon Point DC LLC (the “Issuer”), an indirect wholly-owned subsidiary of~~ Hut 8 Corp. (the “Company”), ~~formally~~issued ~~announced~~a ~~its~~press release ~~intention~~announcing tothat ~~offer,~~Beacon ~~subject~~Point toDC ~~market conditions~~LLC, ~~and~~its ~~other~~wholly-owned ~~factors,~~indirect $4subsidiary,~~250~~ ~~million~~priced ~~aggregate~~its ~~principal amount of senior secured notes due 2042 (the “Notes”) in a private~~ offering (the “Offering”) toof $4.250 ~~persons~~billion ~~reasonably~~aggregate ~~believed~~principal toamount beof ~~qualified~~6.129% ~~institutional~~Senior ~~buyers~~Secured inNotes ~~reliance~~due on2042 ~~Rule 144A under the Securities Act of 1933, as amended~~ (the “~~Securities Act~~Notes”)~~, and outside the United States to non-U~~.S. ~~persons in reliance on Regulation S under the Securities Act.~~ The ~~Issuer intends to use the proceeds from the~~ Offering tois ~~(i)~~expected ~~finance (1) the development and construction of a turnkey data center, comprising six data halls with a combined total of 352 megawatts (“MW”) of critical IT capacity,~~ to ~~be built on an approximately 521-acre property in Nueces County, Texas (the “Property”), and (2)~~ ~~construction~~close ~~of the substation located~~ on ~~the~~June ~~Property (together~~9, ~~the “Data Center Project”)~~2026, ~~which~~subject ~~data center facility will be leased~~ to amarket tenant that is a high-investment-grade company (i.e., rated AA- or higher) as of the date hereof (the “Tenant”) pursuant to the Data Center Lease Agreement (as amended, the “Lease”), (ii) fund the debt service reserves and ~~(iii)~~other ~~pay fees and expenses in connection with the offering of the Notes~~conditions.

~~Attached~~The ~~hereto~~Notes aswill ~~Exhibit~~only ~~99.1~~be sold to ~~this~~persons ~~Current~~reasonably ~~Report~~believed onto ~~Form~~be ~~8-K~~qualified isinstitutional ~~certain~~buyers ~~illustrative~~in ~~financial~~reliance ~~information~~on Rule 144A under the Securities Act of 1933, as amended (the “~~Illustrative~~Securities ~~Financial Information~~Act”), ~~concerning~~and outside the ~~Data~~United ~~Center~~States ~~Project that~~to ~~has~~non-U.S. ~~been~~persons ~~disclosed~~in byreliance on Regulation S under the ~~Issuer~~Securities inAct. ~~connection~~A ~~with~~copy of the press release announcing the pricing of the Offering is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information included in this ~~Item~~Current ~~7.01~~Report ~~and~~on inForm ~~the~~8-K ~~Illustrative Financial Information attached hereto as Exhibit 99.1~~ is ~~being furnished and shall not be deemed “filed” for purposes of Section~~neither 18an ofoffer ~~the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject~~ to ~~the~~sell ~~liabilities of that section,~~ nor ~~shall~~a ~~any~~solicitation ~~such~~of ~~information~~an oroffer ~~exhibits~~to bebuy ~~deemed incorporated by reference in~~ any ~~filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such document~~securities.

~~The~~Cautionary ~~information~~Note ~~included~~Regarding ~~in this Current Report on Form 8~~Forward-KLooking ~~is neither an offer to sell nor a solicitation of an offer to buy any securities.~~Statements

~~Cautionary~~Statements ~~Note~~in ~~Regarding~~this ~~Forward~~Current Report on Form 8-~~Looking~~K about ~~Statements~~future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the completion, size and timing of the Offering and the terms of the Notes. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including uncertainties related to market conditions and the completion of the Offering on the anticipated terms or at all, and the other factors described from time to time in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”). In particular, see the Company’s recent and upcoming annual and quarterly reports and other continuous disclosure documents, which are available under the Company’s EDGAR profile at www.sec.gov and SEDAR+ profile at www.sedarplus.ca. Any forward-looking statements contained in this Current Report on Form 8-K speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.

~~Statements~~Item in this Current Report on Form 8-K about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 19959. These statements include, but are not limited to, statements relating to the Data Center Project, statements relating to the completion, size and timing of the Offering, the anticipated use of any proceeds from the Offering, and the terms of the Notes01. ~~The~~Financial ~~words~~Statements “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and ~~similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words~~Exhibits. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including uncertainties related to market conditions and the completion of the Offering on the anticipated terms or at all, and the other factors described from time to time in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”). In particular, see the Company’s recent and upcoming annual and quarterly reports and other continuous disclosure documents, which are available under the Company’s EDGAR profile at www.sec.gov and SEDAR+ profile at www.sedarplus.ca. Any forward-looking statements contained in this Current Report on Form 8-K speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.

~~Item~~(d) ~~9.01. Financial Statements and~~ Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release of the Company, dated June 4, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Exhibit No.		Description
99.1		Illustrative Financial Information of the Data Center Project
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

~~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.

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.

	HUT 8 CORP.

Dated: June 5, 2026	By:	/s/ Victor Semah
	Name:	Victor Semah
	Title:	Chief Legal Officer

	HUT 8 CORP.
Dated: June 4, 2026	By:	/s/ Victor Semah
	Name:	Victor Semah
	Title:	Chief Legal Officer

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