SCHEDULE: Ault & Co. Boosts Hyperscale Data Stake to 71.48%

Ault & Company, Inc. and Milton C. Ault, III report increased beneficial ownership in Hyperscale Data, Inc., now holding over 71% of Class A shares through various convertible securities and warrants.

Summary

• Ault & Company, Inc. beneficially owns 147,504,946 Class A Shares, representing 71.48% of the class.
• Milton C. Ault, III beneficially owns 147,520,342 Class A Shares, representing 71.49% of the class, which includes shares held by Ault & Company due to his relationship with the entity.
• The beneficial ownership comprises direct Class A Shares, Class A Shares issuable upon conversion of Class B Shares, Series C, G, and H Convertible Preferred Stock, and Class A Shares issuable upon exercise of outstanding warrants.
• Calculations for Class A Shares issuable upon conversion of preferred stock are based on a conversion price of $0.3705 per share for this filing.
• Ault & Company's holdings include 134,952,770 Class A Shares from Series C Preferred Stock, 2,591,093 Class A Shares from Series G Preferred Stock, and 5,068,221 Class A Shares from Series H Preferred Stock.
• A total of 5,728,000 Class A Shares issuable upon conversion of Series H Preferred Stock are excluded from beneficial ownership due to NYSE American limitations requiring stockholder approval.
• The aggregate percentage of Class A Shares reported is based on 58,872,039 Class A Shares outstanding as of September 17, 2025, as reported by the Issuer.
• Ault & Company and Mr. Ault's beneficial ownership represents 42.00% of the Issuer's total voting power, which differs from the conversion percentage due to Class B Shares carrying 10 votes per share and specific preferred stock conversion price rules for voting purposes.

Sentiment

Score: 5

Explanation: This is a factual beneficial ownership update (Schedule 13D/A) and does not contain performance or operational news to indicate positive or negative sentiment, beyond the implications of significant insider ownership.

Positives

• Significant insider ownership by Ault & Company and Milton C. Ault, III, which can signal strong confidence in the company's future prospects.
• Continued investment by key stakeholders through purchases of common stock and convertible securities.

Negatives

• High concentration of beneficial ownership and voting power (71.49% and 42.00% respectively for Mr. Ault) could limit the influence of minority shareholders.
• The exclusion of 5,728,000 Class A Shares from Series H Preferred Stock conversion due to NYSE American limitations without stockholder approval indicates a potential hurdle for full conversion.

Risks

• Potential for significant dilution if all convertible preferred stock and warrants are converted into Class A Shares, increasing the total outstanding shares.
• Regulatory limitations, such as NYSE American rules requiring stockholder approval for certain conversions, could impact the liquidity or timing of converting preferred stock into common shares.
• The conversion price of preferred stock is subject to market conditions (volume weighted average price), introducing variability in the number of Class A Shares received upon conversion.

Future Outlook

na

Industry Context

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Corporate Governance

Related Party Transactions

• Milton C. Ault, III, an officer and director, received 2 Class A Shares upon vesting of restricted stock units.
• Ault & Company, Inc. (controlled by Mr. Ault) purchased 19,249 Class A Shares for approximately $2,668,786.
• Ault & Company, Inc. purchased 50,000 shares of Series C Preferred Stock and warrants for $50,000,000.
• Ault & Company, Inc. purchased 960 shares of Series G Preferred Stock and warrants for $960,000.
• Ault & Company, Inc. purchased 4,000 shares of Series H Preferred Stock for $4,000,000.
• Ault & Company, Inc. was sold a Senior Secured Convertible Promissory Note for $17.5 million, which included warrants, and was subsequently repaid.

Stakeholder Impact

• Shareholders: The high beneficial ownership and voting power of Ault & Company and Milton C. Ault, III (71.49% beneficial ownership, 42.00% voting power) indicates significant control, potentially influencing strategic decisions and corporate direction.
• Investors: The substantial insider stake may be viewed positively as a sign of commitment, but also raises questions about governance and the influence of minority shareholders.

Key Dates

Keywords

Hyperscale Data, Ault & Company, Milton C. Ault, Beneficial Ownership, Schedule 13D, Class A Common Stock, Preferred Stock, Warrants, SEC Filing, Corporate Governance