Every 8-K that Aether Holdings, Inc. (ATHR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ATHR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ATHR filings page.
Aether Holdings, Inc. completed a majority acquisition of Noviant Inc. through subsidiary Aether Compute LLC. Aether Compute acquired 60% of Noviant’s fully diluted equity for total consideration of $3.6 million, consisting of $900,000 cash and 686,823 restricted Aether common shares with a stated value of approximately $2.7 million. The Sellers are subject to lock-up and leak-out restrictions, with half of the shares locked for six months and half for two years.
Post-closing, Noviant is a majority-owned subsidiary of Aether Compute, with the founders retaining 40% (20% Kevin Wang, 10% Jin Yi Wang, 10% Enbo B. Zeng). Governance is set by a shareholders’ agreement giving Aether Compute two of three board seats, reserved matters, transfer restrictions, and extensive IP assignments and restrictive covenants from the founders.
To support its capital needs, Aether entered into a financing with Streeterville Capital, issuing a secured promissory note with original principal of $1,620,000 (including a $120,000 original issue discount) for $1,500,000 in proceeds. The note bears 8% interest, matures in 18 months, is secured by first-position liens on substantially all assets and IP, guaranteed by multiple subsidiaries, and carries tight covenants, monthly redemption rights for the lender and trigger-event provisions that can increase the outstanding balance and default interest.
Aether Holdings, Inc. entered into a strategic relationship with Virtual Grid Inc. through subsidiary Aether Compute LLC, combining exclusive white-label distribution of Virtual Grid’s modular compute-and-energy pods and an exclusive FOMA software license in ten Southeast Asian countries, with certain non-exclusive U.S. opportunities.
The company agreed to invest US$360,000 in Virtual Grid, paying in 82,606 Aether common shares valued at US$4.358 per share, receiving 176,412 Virtual Grid Class A shares and a warrant for another 176,412 shares at C$2.864692, expiring July 17, 2031. Royalty terms include a 6% share of direct gross compute revenue plus a support fee equal to 20% of the royalty, and an effective 3% share of operator gross compute revenue. The agreements provide a 10-year initial exclusivity term with a 10-year renewal option, a 12‑month lock-up on Aether shares held by Virtual Grid followed by orderly sale limits, down-round protection on Aether’s equity, and disclose that director Timothy Murphy is also Virtual Grid’s CEO and a shareholder.
Aether Holdings, Inc. entered into an At The Market Offering Agreement with Rodman & Renshaw LLC, allowing it to offer and sell from time to time up to $10,998,532 of common stock through or to the sales agent as sales agent and/or principal. These shares are registered under an effective Form S-3 shelf registration, using a base prospectus and a June 25, 2026 prospectus supplement. The company is not required to sell any shares, and either party can terminate the agreement under specified notice terms. Aether intends to use any net proceeds as described in the prospectus supplement, and will pay the agent a commission of up to 3.0% of gross sales, plus certain expense reimbursements.
Aether Holdings, Inc. reported leadership and governance changes. The board appointed Hon Nam Lee (Alvars) as an independent director effective June 1, 2026, increasing the board size to five members and naming him Chair of the Nominating and Corporate Governance Committee. He will serve until the next annual stockholder meeting, receiving an annual cash fee of $30,000 plus $5,000 for his committee chair role, along with reimbursement of reasonable business expenses. The board also approved the transition of Timothy William Murphy from independent director to a director who will additionally serve as the company’s General Counsel, so he will no longer be treated as an independent director under Nasdaq and SEC rules.
Aether Holdings, Inc. entered into a financing deal with Streeterville Capital, issuing a secured promissory note with an original principal of $3,240,000.00. The lender funded a $3,000,000.00 purchase price, reflecting a $240,000.00 original issue discount and $30,000.00 of transaction expenses.
The note bears 8.0% annual interest, compounded daily, matures in eighteen months, and can be prepaid at 110% of the outstanding balance. Starting six months after funding, the lender may redeem up to $250,000.00 of principal per month and may add percentage “Trigger Effects” to the balance if specified default events occur.
The company’s obligations are secured by first-position liens on substantially all assets and intellectual property, plus subsidiary guarantees. The purchase agreement imposes restrictions on new debt, subsidiary equity transfers, and certain other financings, with limited exceptions for a commercial mortgage up to $2,000,000.00 and a working capital line up to $1,000,000.00.
Aether Holdings, Inc. has changed its independent auditor. The board’s Audit Committee dismissed ZH CPA, LLC and appointed KNAV CPA LLP as the company’s independent registered public accounting firm for the fiscal year ending September 30, 2026, effective January 22, 2026.
ZH’s reports on Aether’s financial statements for the years ended September 30, 2025 and 2024 contained no adverse opinions and were not qualified or modified for uncertainty, audit scope, or accounting principles, although the 2024 report included an explanatory paragraph raising substantial doubt about Aether’s ability to continue as a going concern. The company states there were no disagreements with ZH and no reportable events during the covered periods. ZH has provided a letter to the SEC agreeing or setting out any differences with these disclosures, which Aether has filed as an exhibit.
Aether Holdings, Inc. reported changes to its board of directors. On December 18, 2025, the board appointed Wayne Huo as a director and member of the audit, compensation, investment and treasury, and nominating and governance committees. He brings executive experience from fintech and digital-asset companies, including leading a Nasdaq-listed firm and overseeing finance, governance, and risk management.
Huo will receive an annual retainer of $30,000 for board service and $5,000 per board committee. Separately, on December 14, 2025, director Mang Hei Jaclyn Wu resigned from the board for personal reasons related to a regulatory proceeding involving her and a significant stockholder affiliate. The filing notes no family relationships or related-party transactions for Huo requiring disclosure.
Aether Holdings, Inc. (ATHR) reported a board change. On November 21, 2025, written consents from its majority stockholders, Elixir Technology Inc. (controlled by director Jaclyn Mang Hei Wu) and Up and Up Ventures Limited (controlled by Chairman and CEO Nicolas Kuan Liang Lin), removed David Mandel from the company’s board of directors with immediate effect. The action was taken in accordance with Delaware corporate law and the company’s bylaws and was disclosed in a current report on Form 8-K.