0001839341FALSECore Scientific, Inc./tx838 Walker RoadSuite 21-2105DoverDelaware00018393412026-03-182026-03-180001839341us-gaap:CommonStockMember2026-03-182026-03-180001839341core:WarrantExercisePriceOf6.81PerShareMember2026-03-182026-03-180001839341core:WarrantExercisePriceOf0.01PerShareMember2026-03-182026-03-18
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 18, 2026
Core Scientific, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-40046 | | 86-1243837 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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838 Walker Road, Suite 21-2105 Dover, Delaware | | 19904 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (512) 402-5233
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, par value $0.00001 per share | CORZ | The Nasdaq Global Select Market |
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $6.81 per share | CORZW | The Nasdaq Global Select Market |
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $0.01 per share | CORZZ | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. Entry into a Material Definitive Agreement.
On March 18, 2026 (the “Closing Date”), Core Scientific, Inc. (the “Company”) entered into Amendment No. 1 to Delayed-Draw Bridge Credit Agreement (the “Incremental Amendment”), by and among the Company, as borrower, Morgan Stanley Senior Funding, Inc., as administrative agent and collateral agent (in such capacity, the “Agent”), and JPMorgan Chase Bank, N.A. (“JPM”), as amendment no. 1 term lender, which amends the Company’s existing credit agreement (the “Initial Credit Agreement”) with the lenders party thereto from time to time and the Agent to increase the term loan commitments thereunder by $500.0 million, to $1.0 billion total, pursuant to the accordion feature of the Initial Credit Agreement. The Company borrowed the full $500.0 incremental commitment on the Closing Date.
The foregoing summary description of the Incremental Amendment is qualified in its entirety by reference to the copy of the Incremental Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 above is incorporated by reference into this Item 2.03.
Item 8.01. Other Events.
On March 23, 2026, the Company issued a press release announcing that it entered into the Incremental Amendment. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits:
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Exhibit No. | | Description |
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| 10.1 | | Amendment No. 1 to Credit Agreement, dated as of March 18, 2026, among Core Scientific, Inc., as borrower, JPMorgan Chase Bank, N.A., as amendment no. 1 term lender, and Morgan Stanley Senior Funding, Inc., as administrative agent and as collateral agent. |
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| 99.1 | | Press Release dated March 23, 2026 |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Core Scientific, Inc. |
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Dated: March 23, 2026 | | |
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| By: | /s/ Todd M. DuChene |
| Name: | Todd M. DuChene |
| Title: | Chief Legal Officer and Chief Administrative Officer |
Core Scientific Expands Strategic Financing Facility to $1 Billion with Additional $500 Million Commitment from J.P. Morgan AUSTIN, Texas, March 23, 2026 – Core Scientific, Inc. (Nasdaq: CORZ) (“Core Scientific” or the “Company”), a leader in digital infrastructure for high-density colocation, today announced that it closed an additional $500 million commitment provided by JPMorgan Chase Bank, N.A. under the accordion feature of the Company’s previously announced 364-day credit facility (the “Facility”). This brings total funded commitments under the Facility to $1.0 billion, including the previously announced $500 million commitment from Morgan Stanley. Borrowings under the Facility bear interest at a rate of the Secured Overnight Financing Rate (“SOFR”) plus 250 basis points (2.50%). “We are proud to have commitments from Morgan Stanley and J.P. Morgan under this Facility,” said Adam Sullivan, Chief Executive Officer of Core Scientific. “With $1 billion of total financing capacity now available, we are well positioned to execute on our development and go-to-market strategy, deploying capital to accelerate infrastructure delivery and meet the strong demand environment.” The Company expects to use proceeds from borrowings under the Facility for general corporate purposes related to the development of data center assets, including without limitation equipment purchase costs, pre-development costs, real property acquisition and costs related to the acquisition of, and entrance into, agreements for the procurement of additional energy for data centers. About Core Scientific, Inc. Core Scientific, Inc. (“Core Scientific” or the “Company”) is a leader in designing, building and operating large scale, purpose-built data centers for high-density colocation services. We operate facilities for high-density colocation services and are a premier provider of digital infrastructure, software solutions and services to our third-party customers. We employ our own fleet of computers (“miners”) to earn digital assets for our own account and are in the process of converting most of our existing facilities to support artificial intelligence-related workloads and next generation colocation services. We currently derive the majority of our revenue from earning digital assets for our own account but expect to rapidly increase revenue derived from high-density colocation (“HDC”). We intend to repurpose our remaining facilities currently used in our digital asset mining businesses to support our high-density colocation services business as circumstances allow and in a manner designed to retain access to electrical power under our control, maximize the value of our digital asset mining equipment to third parties and fulfill our existing obligations to suppliers and customers. Our facilities are located in Alabama (1), Georgia (2), Kentucky (1), North Carolina (1), North Dakota (1), Oklahoma (1) and Texas (3). To learn more, visit www.corescientific.com.
-more- Special Note Regarding Forward-Looking Statements This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”). Forward- looking statements may include words such as “aim,” “estimate,” “plan,” “project,” “forecast,” “goal,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding the Company’s use of proceeds from borrowings under the Facility and the impact of the Facility on the Company’s liquidity and financial flexibility. These statements are provided for illustrative purposes only and are based on various assumptions, whether or not identified in this press release, and on the current expectations of the Company’s management. These forward-looking statements are not intended to serve, and must not be relied on by any investor, as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions, known or unknown, that could cause actual results to vary materially from those indicated or anticipated. These risks, assumptions and uncertainties include those described in Part I. Item 1A. — “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. If one or more of these risks or uncertainties materializes, or if underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. There may be additional risks that the Company could not presently know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release and should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. The Company anticipates that subsequent events and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. Accordingly, you should not place undue reliance on these forward-looking statements, which speak only as of the date they are made. Please follow us on: https://www.linkedin.com/company/corescientific/ https://twitter.com/core_scientific https://www.youtube.com/@Core_Scientific
-end- Investors: ir@corescientific.com Media: press@corescientific.com