Welcome to our dedicated page for Fermi SEC filings (Ticker: FRMI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Fermi Inc. filings document an emerging growth company developing private power and site infrastructure for Project Matador. Current reports describe common stock disclosure, material-event reporting, leadership and board changes, shareholder solicitation materials, and governance arrangements, including director nomination rights and charter-related control matters.
The company's 8-K filings also cover material definitive agreements and capital-structure matters, including equipment financing for Siemens Energy SGT-800 industrial gas turbines and related equipment for Project Matador. The filings identify operating subsidiaries used for project financing and disclose Regulation FD communications, shareholder voting matters, and operating and financial results categories.
Fermi Inc. announces a shareholder proxy campaign led by Toby R. Neugebauer to call a Special Meeting of Shareholders on or around June 30, 2026. Mr. Neugebauer, described as the company’s largest shareholder, states he will solicit support to elect seven nominees and to replace certain incumbent directors.
The participants paused solicitation for a planned May 29, 2026 meeting and now seek support from 50% of outstanding shares to call the proposed Special Meeting. The filing discloses a prior Schedule 13G reporting Mr. Neugebauer’s beneficial holdings of 139,016,035 shares, Vicksburg’s 44,656,376 shares, and the Melissa A. Neugebauer 2020 Trust’s 94,359,659 shares.
Fermi Inc. ownership filing: Pencross Energy, LLC and Steven Meisel report shared voting and dispositive power over 28,412,241 shares of Common Stock, equal to 4.5% of the class. The percentage is calculated from 629,839,790 shares outstanding as of March 23, 2026. The reported securities are directly held by Pencross Energy, LLC; as Manager, Steven Meisel may be deemed to share those powers. The statement disclaims that this is an admission of beneficial ownership for Section 13(d) or 13(g) purposes.
Caddis Holdings, LP and Griffin Perry reported beneficial ownership of 57,446,450 shares of Fermi Inc. common stock, representing 9.1% of the class, based on 629,839,790 shares outstanding as of March 23, 2026. The stake was acquired before Fermi’s initial public offering for approximately $126,382.19 of Caddis investment capital.
The reporting persons describe themselves as co-founders who strongly support Fermi’s board, management and long-term strategic plan, as reiterated in a May 11, 2026 press release. They are actively engaged with the company on strategy, capital allocation and governance, and may buy more shares, sell shares, or use derivatives over time. A Director Nomination Agreement gives Caddis the right to nominate one board member while it owns more than 50% of its post-IPO shares.
Fermi Inc. faces a shareholder-led proxy contest centered on a May 29, 2026 special meeting. A U.S. district court denied the company’s request for a temporary restraining order and preliminary injunction seeking to block the meeting called by Toby Neugebauer. The filing states that, hours after the court decision, the board adopted bylaw amendments raising the threshold to seat directors at special meetings to 70% of outstanding shares from the prior 50% requirement and that the company has filed a lawsuit seeking judicial clearance of those amendments. The participants plan to solicit proxies using blue and green cards and to file definitive Schedule 14A proxy statements for the May 29 meeting and a shareholder-called meeting anticipated on or around June 30, 2026. The filing discloses beneficial ownership figures for the Fermi Founder Parties from a Schedule 13G filed on November 14, 2025.
Fermi Inc. reported first quarter 2026 results alongside a major build‑out of its AI-focused power campus. The company recorded a net loss of $188.7 million, or $0.30 per diluted share, driven largely by $134 million of non-cash share-based compensation and a $25 million loss on extinguishment of its Macquarie term loan.
Fermi has invested heavily in Project Matador, with property, plant and equipment rising to about $1.43 billion as of March 31, 2026 after deploying $441 million of capital in the quarter. Total assets reached $1.78 billion, funded in part by $421 million of debt and $1.07 billion of stockholders’ equity.
Liquidity included $243 million of cash and restricted cash and nearly $1 billion of equipment and corporate financing commitments, such as a $500 million MUFG facility and a $156 million Yorkville commitment. Operationally, Fermi secured over 2 GW of power generation, obtained a roughly 6 GW Clean Air Permit, advanced additional permitting toward a potential 17 GW, and continued construction on its 7,500‑acre Project Matador site to support hyperscale AI tenants.