Bit Digital, Inc. filings document material events for a Cayman Islands company whose ordinary shares trade on the Nasdaq Capital Market under BTBT. Recent Form 8-K disclosures cover operating and financial results, preliminary financial information, conference-call materials, Regulation FD investor presentations, and exhibits furnished with earnings releases.
The filing record also includes governance and capital-structure disclosures, including board changes, material agreements, shareholder voting matters, and risk-factor updates. These documents frame Bit Digital’s public reporting around Ethereum staking, digital-asset strategy, WhiteFiber ownership, balance sheet matters, and Nasdaq-listed ordinary shares.
Bit Digital, Inc. continued its transition from bitcoin mining toward ETH staking and AI/HPC data center services through majority-owned WhiteFiber. For the quarter ended June 30, 2026, revenue rose to $32.1 million from $25.7 million, driven mainly by cloud services and colocation, while digital asset mining declined.
Despite growth, profitability deteriorated sharply. Operating results swung to a loss, with a quarterly operating loss of $82.6 million and net loss of $111.7 million, and a six‑month net loss of $261.9 million versus $42.8 million a year earlier. Key drivers included $46.0 million of impairment on digital intangible assets, $28.8 million losses on digital assets, higher general and administrative expenses, and increased interest and derivative fair value losses.
Total assets were $1.24 billion, including $667.6 million of property, plant and equipment, $120.1 million of digital assets, and a $105.6 million digital asset collateral receivable. Total liabilities climbed to $703.8 million, reflecting $336.2 million in convertible notes, new debt and higher deferred revenue. Operating activities generated $46.8 million of cash, but the company invested $344.7 million in infrastructure and raised substantial financing, including purchasing a $120.0 million zero‑strike call option linked to its convertible notes.
Bit Digital Inc. reports that Justin Zhu has notified its Board that he will resign as Senior Vice President of Finance and Chief Accounting Officer, effective August 1, 2026. The change follows his appointment as Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer of WhiteFiber, Inc. as of the same date.
The company states that Zhu’s transition does not result from any disagreement regarding operations, policies or practices. The move occurs under a Transition Services Agreement between Bit Digital and WhiteFiber dated July 30, 2025, which is expected to generally terminate in August 2027.
Bit Digital, Inc. held its 2026 Annual Meeting of Shareholders on July 29, 2026, where shareholders approved an amended and restated Articles of Association, replacing the prior charter and including a change to the quorum threshold for shareholder meetings. The meeting was quorate with 194,090,058 Ordinary Shares and 1,000,000 Preference Shares (carrying 50,000,000 votes) represented out of 348,926,820 outstanding Ordinary Shares and 1,000,000 Preference Shares entitled to vote.
All proposals passed, including the election of five directors, adoption of the Company’s 2026 Omnibus Equity Incentive Plan and ratification of Audit Alliance, LLP as independent auditors for the 2026 fiscal year. The governance amendment received 123,329,860 votes for (81.884% affirmative), and the equity plan received 145,923,807 votes for (96.885% affirmative).
Bit Digital, Inc’s Chief Executive Officer, Samir Tabar, reported two grants of performance-based Restricted Stock Units (RSUs) on July 24, 2026. He acquired 135,000 and 400,000 RSUs, each convertible into the same number of Ordinary Shares at $0.01 per share. The RSUs were issued under the company’s 2025 Omnibus Incentive Plan after performance milestones were met on December 31, 2025 and June 30, 2026 in transactions exempt under Rule 16b-3. No sales or dispositions are reported in this filing.
Bit Digital, Inc granted Chief Financial Officer Huang Erke two performance-based restricted stock unit (RSU) awards totaling 535,000 units under its 2025 Omnibus Incentive Plan. The awards correspond to 135,000 and 400,000 RSUs tied to milestones met on December 31, 2025 and June 30, 2026, respectively. Each RSU is convertible into one Ordinary Share at an exercise price of 0.0100 per share, with an expiration date of March 12, 2035, and was issued in an exempt transaction pursuant to Rule 16b-3.
Bit Digital, Inc. furnished an investor presentation outlining its strategy as a “Strategic Asset Company” focused on Ethereum and AI infrastructure. As of May 31, 2026, it held 162,080 ETH valued at about $324.8 million and owned roughly 27.0 million WhiteFiber (WYFI) shares worth about $755.6 million, retaining ~70% ownership.
The presentation highlights a market net asset value (mNAV) per share of $3.06 versus a BTBT share price of $2.02, implying a ~34% discount based on ETH and WYFI holdings. Bit Digital also describes an ETH‑backed credit facility with Galaxy supporting a delayed‑draw term loan of up to $150 million to finance WhiteFiber buildouts while earning an interest spread and preserving ETH exposure.
Bit Digital, Inc. filed Amendment No. 1 to its Definitive Proxy Statement to correct clerical errors and is re-sending a corrected proxy. The company schedules its 2026 Annual Meeting for July 29, 2026 at its New York headquarters and via webcast. The record date for voting is April 30, 2026.
The proxy solicits votes on: re-election of five directors; amendment to the articles to change the quorum threshold; approval of a 2026 omnibus equity incentive plan; and ratification of the independent registered public accounting firm. The Board unanimously recommends a vote FOR each proposal.
Bit Digital, Inc. is asking shareholders to vote at its 2026 Annual Meeting on July 29, 2026, held in New York and via webcast. Holders of 348,926,820 Ordinary Shares and 1,000,000 Preference Shares as of April 30, 2026 may vote.
Shareholders will consider re-electing five directors, adopting amended and restated articles of association to change the quorum threshold based on one-third of total votes capable of being cast, approving a 2026 omnibus equity incentive plan, and ratifying the independent registered public accounting firm.
The proxy details executive pay, including multimillion‑dollar compensation for senior officers, the role of 50‑vote Preference Shares held through Geney Development Limited, related‑party arrangements, and existing equity incentive plans and governance policies such as a clawback and insider trading policy.
Bit Digital, Inc. established a bridge financing structure centered on a delayed draw term loan facility of up to $100 million, expandable to $150 million, for Enovum NC-1 Venture, an affiliate of majority-owned subsidiary WhiteFiber. The loan carries a 9.5% annual interest rate that steps down to 8% once a 40 megawatt Phase I of the NC-1 data center is substantially completed and at least 80% of capacity is leased at market rates. Advances are subject to a 3% original issue discount, a 0.50% commitment fee on undrawn capacity at the end of the availability period, and a minimum multiple-on-invested-capital repayment of 1.1x per advance at maturity.
To fund this facility, Bit Digital entered into a Master Digital Currency Loan Agreement with Galaxy Digital, drawing $50 million on May 20, 2026 at a 5.45% annual interest rate under a one-year, automatically renewable term. The company also assigned $20 million of one advance to B. Riley Securities on the same economic terms, with a 90-day term. Independent board committees of both Bit Digital and WhiteFiber approved the transaction, and each board received fairness opinions from financial advisors supporting the loan’s terms for their unaffiliated minority shareholders.
Bit Digital, Inc. is soliciting proxies for its 2026 Annual Meeting to be held on July 29, 2026 at its New York headquarters and virtually. Shareholders will vote on re-election of five directors (Proposal 1), an amendment to the articles to change the quorum rule (Proposal 2), approval of a 2026 omnibus equity incentive plan (Proposal 3), ratification of the independent auditor (Proposal 4), and other routine business.
The record date for voting is April 30, 2026. As of that date the Company reports 348,926,820 Ordinary Shares outstanding and 1,000,000 Preference Shares outstanding, with each Preference Share carrying 50 votes.