Every 8-K that CLEANSPARK INC (CLSK) 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 CLSK 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 CLSK filings page.
CleanSpark, Inc. (CLSK) announced that its wholly owned indirect subsidiary, CSDC Finance I, LLC, completed a private offering of $2,276.0 million aggregate principal amount of 7.875% senior secured notes due 2031. The notes were issued at 98.500% of principal and mature October 1, 2031, unless earlier redeemed or repurchased. Interest is payable semiannually in arrears on April 1 and October 1, beginning April 1, 2027.
CSDC Finance intends to use net proceeds to finance the remaining cost of the Sandersville Facility, reimburse CleanSpark for certain prior equity contributions related to the facility, and fund debt service reserves. Principal amortizes semiannually after the Indenture’s Final Commencement Date in an amount necessary to achieve the Target Project Debt Service Coverage Ratio. CleanSpark will provide a completion guarantee and fund CSDC Finance as necessary to ensure timely completion if note proceeds and available funds, including prior CleanSpark equity contributions, are insufficient. The Indenture also limits certain additional debt, distributions, investments, liens, asset sales, and other actions, subject to qualifications and exceptions.
CleanSpark, Inc. (CLSK) announced that its wholly owned indirect subsidiary, CSDC Finance I, LLC, has priced an offering of $2.276 billion aggregate principal amount of 7.875% senior secured notes due 2031, to be issued at 98.500% of principal. The notes will be sold in a private placement to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S, with closing expected on September 25, 2026, subject to customary conditions.
Net proceeds are intended to finance remaining costs for the Sandersville data center facility, reimburse prior equity contributions related to that project, and fund debt service reserves. The notes will be fully and unconditionally guaranteed by CSRE Properties Sandersville, LLC and secured by first-priority liens on substantially all assets of the issuer and guarantor and the issuer’s equity. CleanSpark will provide a customary completion guarantee for the Sandersville Facility.
CLEANSPARK, INC. (CLSK) announced that its wholly owned subsidiary, CSDC Finance I, LLC, intends to privately offer $2.227 billion aggregate principal amount of senior secured notes due 2031 to qualified institutional buyers under Rule 144A and to non-U.S. investors under Regulation S. Net proceeds are expected to finance the remaining build-out cost of the Sandersville data center campus, reimburse prior equity contributions for that project, and fund debt service reserves. The Sandersville Facility is a planned 175 MW critical IT AI data center campus under a 20‑year, triple‑net lease with Meta subsidiary Anviran, LLC, with an estimated $6.6 billion base-term contracted lease payments and about $330 million average annual net operating income, including a 3.0% annual rent escalator. CleanSpark will provide a completion guarantee to fund any shortfall needed to finish the facility.
CleanSpark, Inc. reported third‑quarter fiscal 2026 bitcoin mining revenue of $138.0 million, a 30.5% decrease from $198.6 million a year earlier, and a net loss of $239.8 million, compared with net income of $257.4 million in the prior‑year quarter. Results reflected a $116.3 million loss on fair value of bitcoin, a $16.5 million loss on bitcoin collateral, and $111.0 million of depreciation and amortization. Non‑GAAP Adjusted EBITDA was a loss of $113.0 million, versus $377.7 million a year earlier.
As of June 30, 2026, cash was $202.6 million, bitcoin holdings were $814.9 million, working capital was $761 million, total assets were $2.7 billion, total liabilities were $1.9 billion, and long‑term debt was $1.8 billion. Total stockholders’ equity stood at $0.8 billion.
The company highlighted progress at its Sandersville development, including a signed 20‑year, $6.6 billion triple‑net lease with a high investment‑grade tenant, ordering and pre‑paying long‑lead items to meet the ready‑for‑service date, and fully funding the anticipated equity portion, supporting its strategy to expand into broader data center and digital infrastructure markets.
CleanSpark, Inc. entered into a 20‑year triple‑net infrastructure lease, with two five‑year extension options, with a high‑investment‑grade global technology company at its Sandersville, Georgia campus. The tenant will lease data center infrastructure supporting 175 MW of critical IT load, with deliveries expected to begin in Q4 2027. CleanSpark states the lease is expected to generate approximately $6.6 billion of contracted revenue over the initial term and $11.6 billion if both extension options are exercised, with an expected cumulative NOI contribution margin of nearly 100% and average annual NOI contribution of approximately $330 million. Estimated landlord project costs are $10–$12 million per MW of critical IT load.
The lease is triple net, with annual escalators, and requires CleanSpark to meet financing, construction and delivery milestones and other covenants; failure to meet milestones may lead to rent abatements or termination. In connection with the lease, the tenant executed a letter of intent and exclusivity arrangement covering CleanSpark’s Texas portfolio of 718 acres with up to 885 MW of secured and planned power capacity, including the Sealy and Brazoria campuses, positioning Sandersville as the first phase of a broader relationship. CleanSpark highlights risks around raising substantial additional capital, potential significant indebtedness, reliance on third‑party development partners, and regulatory and power‑supply uncertainties.
CleanSpark, Inc. reported weak second fiscal quarter 2026 results as bitcoin price movements and higher costs drove a much larger loss. Revenue from bitcoin mining was $136.4 million, down 24.9% from $181.7 million in the same quarter last year.
The company posted a net loss of $378.3 million, or $1.52 per basic share, compared with a net loss of $138.8 million a year ago. Results were heavily affected by a $224.1 million loss on fair value of bitcoin, increased depreciation and amortization of $115.9 million, and higher operating expenses.
Non-GAAP Adjusted EBITDA fell sharply to ($241.2 million) from ($57.8 million), showing significantly weaker underlying profitability. As of March 31, 2026, CleanSpark held $260.3 million in cash and $925.2 million of bitcoin HODL value, with working capital of $1.0 billion. Total long-term debt rose to $1.8 billion, while stockholders’ equity was $1.0 billion, reflecting a more leveraged balance sheet despite substantial digital asset holdings.
CleanSpark, Inc. amended the terms of its Series A Preferred Stock through a First Amended and Restated Certificate of Designation effective March 20, 2026. The quarterly dividend equal to 2% of earnings before interest, taxes and amortization was eliminated and replaced with a one-time Special Final Preferred Dividend of $17.1428571428571 per share of Series A Preferred outstanding.
The filing clarifies voting mechanics for the Series A Preferred, tying their vote to either a majority of insider holders, the Board’s recommendation, or the common stock vote, depending on ownership and Board action. Each Series A share retains 45 votes and will automatically convert into three shares of common stock upon a defined Change of Control Event.
The Board, excluding the two director holders, approved both the amended designation and the Special Final Preferred Dividend, which is payable to Series A holders of record as of March 19, 2026, with payment expected on or about March 24, 2026.
CleanSpark, Inc. reported the results of its annual stockholder meeting held on March 3, 2026. As of the January 9, 2026 record date, a total of 334,500,361 votes were entitled to be cast, combining common stock and Series A preferred stock voting together as a single class.
Stockholders representing 228,081,207.58 votes, or approximately 68.19% of the company’s total voting power, were present or represented by proxy, establishing a quorum. Five director nominees—S. Matthew Schultz, Larry McNeill, Dr. Thomas L. Wood, Roger P. Beynon, and Amanda Cavaleri—were each elected to serve until the next annual meeting or until their successors are qualified.
Stockholders also ratified the appointment of BDO USA, P.C. as CleanSpark’s independent registered public accounting firm for the fiscal year ending September 30, 2026, with 225,962,313.67 votes for, 1,008,127.11 votes against, and 1,110,766.80 abstentions.
CleanSpark, Inc. filed a current report describing that it has released its financial results for the fiscal year ended December 31, 2025. The company announced these results on February 5, 2026 and provided the full details in a press release furnished as Exhibit 99.1.
The press release is treated as furnished rather than filed under securities law, which limits how it is incorporated into other regulatory documents. No specific revenue, profit, or other performance figures are included in this report itself.
CleanSpark, Inc.
The 8-K states that the press release, including detailed financial and operating information, is being furnished rather than filed, meaning it is not automatically subject to certain liability provisions of the Exchange Act or incorporated into other securities filings unless specifically referenced. CleanSpark’s common stock trades on The Nasdaq Stock Market under the symbol CLSK, and its redeemable warrants trade under CLSKW, each warrant being exercisable for 0.069593885 shares of common stock at an exercise price of $165.24 per whole share.
CleanSpark, Inc. completed a private offering of $1,150,000,000 0.00% Convertible Senior Notes due 2032, yielding net proceeds of approximately $1.13 billion. The notes are senior unsecured and were sold to qualified institutional buyers under Rule 144A.
The company used about $460.0 million to repurchase common stock from investors in the notes and plans to allocate the remainder to expand its power and land portfolio, develop data center infrastructure, repay bitcoin‑backed credit balances, and for general corporate purposes.
The notes carry an initial conversion rate of 52.1832 shares per $1,000 (conversion price about $19.16). Prior to August 15, 2031, conversion is permitted only upon certain events; afterward, holders may convert until two trading days before maturity on February 15, 2032. CleanSpark may settle conversions in cash, shares, or both. Redemption is not permitted before February 20, 2029; on or after that date, the company may redeem if the stock trades at least 130% of the conversion price for the required period. Holders have a fundamental change repurchase right at 100% of principal.
CleanSpark, Inc. announced the upsize and pricing of a private offering of $1.15 billion aggregate principal amount of 0.00% convertible senior notes due 2032, to be sold to qualified institutional buyers under Rule 144A. The company also granted the initial purchasers a 13‑day option to buy up to an additional $150 million of notes. The transaction is expected to close on November 13, 2025, subject to customary closing conditions.
The company filed a press release as Exhibit 99.1. This notice does not constitute an offer to sell or the solicitation of an offer to buy any securities.
CleanSpark, Inc. announced its intention to offer $1 billion aggregate principal amount of convertible senior notes due 2032 to initial purchasers for resale to qualified institutional buyers under Rule 144A, with an option for up to an additional $200 million, subject to market conditions and other factors.
Separately, the company disclosed it determined to accrue a $59 million liability for additional miner acquisition costs and indirect tax exposure relating to state use taxes, related statutory interest, and standard penalties. The disclosure reiterates that this notice does not constitute an offer to sell or a solicitation to buy these notes in any jurisdiction.
CleanSpark, Inc. filed a prospectus supplement covering the resale of up to 1,788,834 shares of common stock by a stockholder. This administrative step allows the holder to sell shares from time to time under the company’s existing automatic shelf registration. The filing also includes a legal opinion from Holland & Hart LLP as Exhibit 5.1, with the related consent included within that exhibit.
CleanSpark, Inc. announced it acquired rights to approximately 271 acres in Austin County, Texas and executed long‑term power supply agreements totaling 285 megawatts to support development of a next‑generation data center campus.
The consideration at closing was a mix of cash and CleanSpark common stock, with additional cash payable upon certain post‑closing events. The company also filed supplemental risk factors to reflect a strategy that now includes data center development addressing demand from AI, cloud, and enterprise workloads.
CleanSpark furnished a press release and incorporated supplemental risk factors by reference, noting these updates align with prior disclosures. The move outlines a path to build scalable, resilient, and energy‑efficient capacity in Texas.
CleanSpark, Inc. filed a current report describing significant changes to its corporate bylaws and ethics code. On September 26, 2025, the board approved Second Amended and Restated Bylaws that immediately took effect. The revisions remove stockholders’ ability to call special meetings and to act by written consent, tighten advance notice requirements for stockholder proposals and director nominations, and expand the information stockholders and nominees must provide, including in light of universal proxy rules.
The amendments also restrict stockholder inspection rights for the stock ledger and other records beyond existing statutory protections, clarify that only the board may determine its own size, and remove prior limits on powers that may be delegated to board committees. In addition, the bylaws now specify that federal district courts are the exclusive forum for claims under the Securities Act of 1933. Separately, the board adopted an updated code of business conduct and ethics effective September 26, 2025, refining provisions on legal compliance, proprietary information, conflicts of interest, trade controls, sanctions, anti-money laundering, and gifts without granting any waivers.
CleanSpark, Inc. entered into a new Master Loan Agreement with Two Prime Lending Limited, creating a revolving credit facility of up to $100 million. The company expects to use this financing to support Bitcoin mining hashrate deployment, invest in high-performance computing capabilities, and fund its Digital Asset Management strategies.
Borrowings under the facility will bear interest at the Term SOFR Rate plus 3.55% and the arrangement matures on September 14, 2026. CleanSpark may prepay and reborrow amounts at any time before maturity without penalty. The loan is secured solely by digital assets, including Bitcoin and other agreed digital currencies, and Two Prime’s recourse is limited to this collateral. The agreement includes ongoing collateral maintenance requirements, with the lender able to liquidate pledged collateral if collateral value falls below required thresholds and the company does not cure the shortfall.
CleanSpark, Inc. entered into a Coinbase Side Letter that amends its existing master loan arrangement with Coinbase Credit. Under the updated Coinbase Master Loan Agreement, Coinbase may extend digital asset or cash loans to CleanSpark with an increased aggregate lending capacity of $300 million. Loans are documented individually, with each confirmation specifying the principal, fees, collateral terms, and timing.
Borrowings are secured by overcollateralized assets in favor of Coinbase, which can include U.S. dollars, USDC stablecoin, Bitcoin, Ether, or other agreed forms, and are subject to margin calls and daily mark-to-market provisions. The facility includes customary representations, covenants, and events of default, including requirements to maintain collateral and meet margin thresholds. CleanSpark stated that the borrowing capacity may be used for strategic capital expenditures such as expanding its energy portfolio, scaling Bitcoin mining operations, and investing in high-performance computing capabilities.