Hyperscale Data, Inc.·4

May 8, 8:30 PM ET

AULT MILTON C III 4

4 · Hyperscale Data, Inc. · Filed May 8, 2026

Research Summary

AI-generated summary of this filing

Updated

Hyperscale Data (GPUS) Director Milton Ault Receives 2M Option Award

What Happened

  • Milton C. Ault III, a director and 10% owner (via Ault & Co.), was reported as acquiring a derivative award: 2,000,000 stock options in Hyperscale Data, Inc. (GPUS). The Form 4 records the grant as 2,000,000 shares at $0.00 (derivative).
  • Per the filing footnote, 50% of the options vested and became exercisable on May 6, 2026 (the date NYSE American approval was obtained). The remaining 50% (1,000,000 options) vest in equal monthly installments over 24 months beginning June 1, 2026. The options were issued outside any issuer stock incentive plan.

Key Details

  • Transaction date: May 6, 2026 (Form 4 filed May 8, 2026).
  • Transaction type/code: Award/Grant (A); derivative (stock options).
  • Reported price: $0.00 in the filing (the filing records the award as acquired at $0.00).
  • Vesting: 50% vested May 6, 2026 (1,000,000 options); remaining 50% vest monthly over 24 months starting June 1, 2026.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Notable footnotes: Options were granted July 31, 2025; vesting was contingent on stockholder and NYSE approvals; options issued outside any company plan. Mr. Ault is CEO of Ault & Co. and is deemed to beneficially own shares held by Ault & Co.
  • Filing timeliness: Filed May 8 for a May 6 transaction — appears timely (no late filing indicated).

Context

  • This filing reports an option grant (an award of derivative rights), not an open-market purchase or immediate sale of shares. The options become exercisable as they vest; the filing does not show any exercise or sale of shares at this time.
  • As a 10% owner and director, Ault is a significant stakeholder; grants to insiders are common but do not by themselves indicate intent to buy or sell stock on the open market.

Insider Transaction Report

Form 4
Period: 2026-05-06
AULT MILTON C III
DirectorExecutive Chairman10% Owner
Transactions
  • Award

    Stock Options (right to buy)

    [F1]
    2026-05-06+2,000,0002,000,000 total
    Exercise: $0.72Exp: 2035-07-30Class A Common Stock (2,000,000 underlying)
Holdings
  • Class B Common Stock

    [F2][F3]
    Exercise: $0.00Common Stock (1,375 underlying)
    1,721
  • Class B Common Stock

    [F2][F3][F4]
    (indirect: By Ault & Company, Inc.)
    Exercise: $0.00Common Stock (10,445,137 underlying)
    14,679,698
  • Series C Convertible Preferred Stock

    [F5][F6][F7][F4]
    (indirect: By Ault & Company, Inc.)
    Common Stock
    50,000
  • Series G Convertible Preferred Stock

    [F8][F9][F10][F4]
    (indirect: By Ault & Company, Inc.)
    Common Stock
    960
  • Series H Convertible Preferred Stock

    [F11][F12][F13][F4]
    (indirect: By Ault & Company, Inc.)
    Common Stock
    4,000
  • Series C Warrants

    [F14][F4]
    (indirect: By Ault & Company, Inc.)
    Exercise: $118.39Common Stock (422,337 underlying)
    422,337
  • Series G Warrants

    [F14][F4]
    (indirect: By Ault & Company, Inc.)
    Exercise: $5.92Common Stock (162,217 underlying)
    162,217
  • October 2023 Warrants

    [F14][F4]
    (indirect: By Ault & Company, Inc.)
    Exercise: $160.74Common Stock (54,498 underlying)
    54,498
Footnotes (14)
  • [F1]On July 31, 2025, the Board of Directors of the Issuer granted stock options to Mr. Ault to purchase 2,000,000 shares of the Issuer's class A common stock. Fifty percent (50%) of these options vested and became exercisable on the date that receipt of approval of the option grants by the Issuer's stockholders and the NYSE American. Stockholder approval was obtained on April 10, 2026 and approval from the NYSE American was obtained on May 6, 2026, so May 6, 2026 was the date that these options vested and became exercisable. The remaining 50% vest in equal monthly increments over 24 months beginning June 1, 2026. The stock options were issued outside of any Issuer stock incentive plan.
  • [F10]The Series G Convertible Preferred Stock has no expiration date.
  • [F11]As of May 8, 2026, the Series H Conversion Price was $0.144 per share, so each share of Series H Convertible Preferred Stock is convertible into approximately 6,944.44 shares of Class A Common Stock.
  • [F12]Each share of Series H Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $0.79645 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion (the "Series H Conversion Price"). The Series H Conversion Price is subject to adjustment in the event of an issuance of Class A Common Stock at a price per share lower than the Series H Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.
  • [F13]The Series H Convertible Preferred Stock has no expiration date.
  • [F14]The October 2023, the Series C Warrants and the Series G 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.
  • [F2]Each share of Class B Common Stock is convertible into one share of Class A Common Stock.
  • [F3]The Class B Common Stock does not expire.
  • [F4]Milton C. Ault, III, is the Chief Executive Officer of Ault & Company, Inc. ("Ault & Co.") and is deemed to beneficially own the shares held by Ault & Co.
  • [F5]As of May 8, 2026, the Series C Conversion Price was $0.144 per share, so each share of Series C Convertible Preferred Stock is convertible into approximately 6,944.44 shares of Class A Common Stock.
  • [F6]Each share of Series C Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $183.58 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion (the "Series C Conversion Price"). The Series C Conversion Price is subject to adjustment in the event of an issuance of Class A Common Stock at a price per share lower than the Series C Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.
  • [F7]The Series C Convertible Preferred Stock has no expiration date.
  • [F8]As of May 8, 2026, the Series G Conversion Price was $0.144 per share, so each share of Series G Convertible Preferred Stock is convertible into approximately 6,944.44 shares of Class A Common Stock.
  • [F9]Each share of Series G Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $6.74 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion (the "Series G Conversion Price"). The Series G Conversion Price is subject to adjustment in the event of an issuance of Class A Common Stock at a price per share lower than the Series G Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.

Documents

1 file
  • 4
    marketforms-73092.xmlPrimary

    PRIMARY DOCUMENT