SCHEDULE: Big Digital Energy Stakeholders Report Significant Shareholding

Multiple entities and individuals have reported a combined beneficial ownership of 47.8% of Big Digital Energy, Inc. following a significant Series D convertible preferred stock purchase.

Summary

• This filing is an amendment (Amendment No. 10) to a Schedule 13D, reporting changes in beneficial ownership of Big Digital Energy, Inc. common stock.
• Several entities and individuals, including Endeavor Blockchain, LLC, Joshua Kilgore, Cody Smith, PM Squared, LLC, Phillip Stanley, and Six Thirty AI, LLC, are filing jointly.
• On June 30, 2026, Six Thirty AI purchased 16,700 shares of Series D Convertible Preferred Stock for $15,030,000, funded by a loan from YA II PN, LTD.
• Six Thirty AI has the right to convert the Series D shares into common stock within 60 days of the filing date.
• The conversion price is variable, based on 95% of the lowest daily VWAP in the five trading days prior to conversion notice, with a floor price of $1.80, and a 19.99% cap on conversion until shareholder approval.
• As of June 30, 2026, the Reporting Persons collectively beneficially own 3,652,288 shares, representing 47.8% of the outstanding shares on a fully diluted basis (including shares issuable from Series D conversion).
• Excluding shares issuable from Series D conversion, the Reporting Persons own 1,657,067 shares, representing 30.0% of outstanding shares.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, primarily reporting on a significant investment and financing arrangement without explicit positive or negative operational updates from Big Digital Energy, Inc. itself.

Positives

• The acquisition of Series D preferred stock by Six Thirty AI represents a significant investment in Big Digital Energy, Inc.
• The combined stake of the reporting persons indicates substantial influence and potential for strategic alignment.
• The reporting persons have established a joint filing agreement, suggesting coordinated action and transparency.

Negatives

• The Series D shares are pledged to YA II PN, LTD, indicating a leveraged position and potential risk if loan covenants are not met.
• The conversion of Series D shares is subject to shareholder approval for conversions exceeding 19.99%, which could lead to dilution concerns if not managed.
• The variable conversion price mechanism introduces uncertainty regarding the final number of shares outstanding upon conversion.

Risks

• The Series D shares and underlying common stock are pledged as collateral for a loan, posing a risk of forfeiture if the loan terms are not met.
• Conversion of the Series D preferred stock is capped at 19.99% until shareholder approval is obtained, which could delay or limit the intended conversion and potentially impact ownership percentages.
• The floating conversion price mechanism introduces uncertainty regarding the future dilution of common stock.

Future Outlook

Six Thirty AI has the right to convert its Series D Convertible Preferred Stock into common shares within 60 days of the filing date. The conversion is subject to a floating price mechanism and a 19.99% cap until shareholder approval is obtained.

Industry Context

StockSavvy.ai notes that this filing reflects significant activity in the digital asset and AI/HPC infrastructure sectors, where complex financing structures and strategic stake-building are common. The involvement of entities like Endeavor Blockchain and Six Thirty AI, focused on digital asset mining and AI/HPC, aligns with current industry trends of convergence and investment in these high-growth areas.

Related Party Transactions

• The purchase of Series D Convertible Preferred Stock by Six Thirty AI, which is owned by Endeavor Blockchain, PM Squared, and Rightway Ground (wholly-owned by Mr. Smith), from Big Digital Energy, Inc. involves related parties through shared management and ownership structures.
• The loan and associated agreements between Six Thirty AI and YA II PN, LTD are material to the transaction, though YA II PN, LTD is stated to be unaffiliated with the Issuer.

Stakeholder Impact

• Shareholders may experience dilution if the Series D preferred stock is converted into common stock, depending on the conversion price and the number of shares issued.
• Creditors of Big Digital Energy, Inc. may be impacted by changes in the company's capital structure and ownership.
• Management and employees may see shifts in control and strategic direction due to the increased stake held by the reporting persons.

Next Steps

• Six Thirty AI may convert its Series D Convertible Preferred Stock into common shares within 60 days of the filing date.
• Shareholder approval may be sought to allow conversion of more than 19.99% of the Series D shares.
• The loan from YA II PN, LTD will need to be managed according to its terms.

Key Dates

Recommendation

This filing primarily details a significant investment and financing transaction rather than operational performance or strategic shifts of Big Digital Energy, Inc. The substantial stake acquired by the reporting persons warrants monitoring, but without further operational data or guidance from the company, a 'hold' recommendation is prudent for seasoned investors.

Keywords

Schedule 13D, Big Digital Energy, Endeavor Blockchain, Joshua Kilgore, Cody Smith, PM Squared, Phillip Stanley, Six Thirty AI, Series D Convertible Preferred Stock, Beneficial Ownership, YA II PN, LTD, Joint Filing Agreement, Shareholder Approval, Conversion Price, Dilution