Galaxy Digital Inc. SEC Filings

Galaxy Digital Inc. reported a Q2 2026 net loss of $85 million, with diluted and adjusted EPS of $(0.09), primarily reflecting depreciation in digital asset prices. Consolidated adjusted gross profit was $43 million and adjusted EBITDA was $(77) million, narrowing from $(188) million in Q1 2026.

The Digital Assets and Data Centers operating businesses generated $86 million of adjusted gross profit and $1 million of adjusted EBITDA, while the Treasury & Corporate segment posted losses driven by unrealized marks on digital assets and investments. As of June 30, 2026, Galaxy reported $10.8 billion of total assets, $2.7 billion of equity, and $2.5 billion of cash and stablecoin holdings.

The new Data Centers segment entered its first revenue-generating quarter, delivering 133 MW of critical IT load at the Helios campus to CoreWeave under a 15-year lease. Galaxy expects Helios Phase I to produce about $80 million in quarterly leasing revenue with project-level adjusted EBITDA margins over 90% beginning in Q3 2026. To fund Helios Phase II, a 260 MW expansion, the company completed a $3.5 billion senior secured notes offering due 2031 and now has a Texas power development pipeline of over 5.7 GW for AI and high-performance computing infrastructure.

Galaxy Digital Inc., through indirect subsidiary Galaxy Helios Data Centers II LLC, completed a private offering of $3,507,000,000 aggregate principal amount of 9.875% Senior Secured Notes due 2031. The notes were issued at 99.500% of principal and sold to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S.

The notes bear interest at 9.875% per annum, payable semi-annually on February 1 and August 1, beginning February 1, 2027, and mature on August 1, 2031 with semi-annual amortization thereafter as set out in the indenture. Proceeds are intended to finance part of a data center project in Dickens County, Texas, consisting of two buildings with eight data halls, 400 megawatts of utility capacity and 260 MW of critical IT capacity, and to fund debt service reserves.

The notes are senior secured obligations under an indenture with The Bank of New York Mellon as trustee and collateral agent and include customary covenants limiting additional debt, restricted payments, liens, asset sales, affiliate transactions and certain mergers and subsidiary activities, subject to exceptions. The terms provide for various optional redemptions, equity-funded redemptions and required repurchase offers upon asset sales, certain data center lease events and a Change of Control Trigger Event. Galaxy Digital Holdings LP has provided an uncapped completion guarantee to ensure the project phases required under the data center lease with CoreWeave, Inc. are delivered if note proceeds and other available funds are insufficient.

Galaxy Digital Inc. announced that its indirect wholly owned subsidiary, Galaxy Helios Data Centers II LLC, has priced a $3.507 billion private offering of 9.875% senior secured notes due 2031. The offering is expected to close on July 28, 2026, subject to market and customary closing conditions.

The issuer intends to use the net proceeds to finance part of a large data center project in Dickens County, Texas, including two buildings with eight data halls providing 400 MW of utility capacity and 260 MW of critical IT capacity, and to fund debt service reserves.

The notes will pay interest at 9.875% per year, with semi-annual cash payments on February 1 and August 1 beginning February 1, 2027, and will amortize at 4.00% per annum of the original principal. They are fully and unconditionally guaranteed by Galaxy Helios II LLC and secured by first-priority liens on substantially all assets of the issuer and guarantor and the issuer’s equity, and will be offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S.

Galaxy Helios Data Centers II LLC, an indirect wholly owned subsidiary of Galaxy Digital Inc., announced its intention to privately offer, subject to market conditions and other factors, $3.507 billion aggregate principal amount of senior secured notes due 2031 to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S.

The net proceeds are intended to finance part of the development and construction of two buildings with eight data halls providing 400 MW of utility capacity and 260 MW of critical IT capacity in Dickens County, Texas, and to fund debt service reserves. The facility is tied to a lease with CoreWeave covering 260 MW of critical IT load, with a 15-year base lease term plus two 5‑year extension options, a 13.7% starting MRC gross yield on cost, a 3.0–5.0% annual rent escalator linked to CPI, and an expected near triple‑net structure supporting projected NOI margins of about 90%.

Illustrative projections for the project show minimum remaining contracted lease payments of $10.4 billion over the initial lease term (excluding a $100 million option payment already received), a full $3.507 billion debt draw, scheduled amortization reducing debt substantially by 2040, and cumulative post‑debt‑service cash flow reaching $3.765 billion by 2043. These figures are forward‑looking, non‑GAAP, and presented solely as illustrative financial information for the proposed notes financing.

A holder of GLXY common stock has filed a notice of intent to sell 25,000 shares through Morgan Stanley Smith Barney LLC Executive Financial Services, with an aggregate value of $750,000.00, on or after 07/21/2026 on NASDAQ.

The securities relate to Performance Stock Units granted on 12/14/2018 by the issuer. The filing also reports that SIXTAV VENTURES, LLC sold 75,000 common shares on 06/22/2026 for total proceeds of $3,000,000.00 during the prior three months.

Galaxy Digital Inc. director Steven John Bandrowczak has filed an initial Form 3, reporting his status as a director of the company. The filing lists no equity or derivative holdings and reports no purchases, sales, exercises, or other transactions in Galaxy Digital securities.

Galaxy Digital Inc. appointed Steven Bandrowczak, 65, to its Board of Directors on July 10, 2026, with his service effective as of July 13, 2026. His initial term will run until the company’s 2027 annual meeting of stockholders and until a successor is duly elected and qualified, or an earlier termination event occurs.

Bandrowczak will also serve on the Board’s audit committee. He recently became a Senior Advisor at Sol Consulting in May 2026 and previously served as Chief Executive Officer of Xerox Holdings Corporation from August 2022 to March 2026, after joining Xerox in 2018 as President and Chief Operations Officer. He has also held senior roles at Alight Solutions, Avaya, Nortel, Lenovo, DHL and Avnet, and holds technology-focused degrees from Long Island University and Columbia University. He will participate in Galaxy Digital’s non-employee director compensation program and enter into the company’s standard Indemnification Agreement. The company states there are no related-party transactions or family relationships associated with his appointment.

Galaxy Digital Inc. reported that Jane Street entities beneficially own 9,727,982 shares of Class A Common Stock, equal to 5.1% of the class, with shared voting and dispositive power. The schedule lists the holdings across subsidiaries including Jane Street Capital, LLC and Jane Street Global Trading, LLC; the ownership position is presented with a reporting period of 06/17/2026 and the filing is signed on 06/24/2026.