Milton C. Ault III Files Form 4 Showing Preferred Purchase and 4.23M Class B Shares

Rhea-AI Filing Summary

Insider Form 4 disclosure for Hyperscale Data, Inc. (GPUS) shows reporting persons Milton C. Ault, III and Ault & Company, Inc. reporting transactions dated 09/02/2025 and related ownership as of 09/04/2025. The filing records the acquisition of 4,000 shares of Series H Convertible Preferred Stock and lists multiple convertible securities and warrants held indirectly by Ault & Company, including Series C Convertible Preferred (convertible into ~2,383.93 Class A shares per preferred share), Series G Convertible Preferred (same conversion ratio), Series C Warrants convertible into 422,337 common shares, Series G Warrants convertible into 162,217 common shares, October 2023 Warrants convertible into 54,498 common shares, and 4,234,561 Class B common shares held indirectly. The filing explains conversion prices, stated values, exercisability and that Class B shares convert one-for-one into Class A common stock.

Positive

• Detailed disclosure of conversion mechanics and stated values for Series H, C and G convertible preferred securities
• Clear reporting of large indirect holdings by Ault & Company, including 4,234,561 Class B common shares and explicit warrant share counts
• Signed filings by Milton C. Ault, III confirming the transactions and explanations

Negative

• Significant number of convertible instruments and warrants disclosed (Series C Warrants: 422,337; Series G Warrants: 162,217; October 2023 Warrants: 54,498) which represent potential future common shares
• Concentrated indirect ownership by Ault & Company (including 4,234,561 Class B shares) creating a substantial single-party position

Insights

Financial Analyst

TL;DR: Insider and affiliated entity hold large indirect positions and multiple convertible instruments that affect share count and potential supply.

The Form 4 documents additional preferred-stock acquisition and confirms substantial indirect holdings by Ault & Company, including over 4.2 million Class B shares and hundreds of thousands of underlying common shares from warrants. Conversion formulas and per-preferred stated values are disclosed, with conversion prices tethered to VWAP-based mechanisms and floors. For modeling, analysts should treat the disclosed preferred and warrant positions as potential incremental common shares upon conversion or exercise and use the explicit conversion ratios and stated values provided in the filing.

Corporate Governance Expert

TL;DR: The reporting shows concentrated control via Ault & Company and detailed terms for convertible instruments; director affiliation is explicitly noted.

The filing identifies Milton C. Ault, III as Executive Chairman and CEO of Ault & Company and discloses that Ault & Companymay be deemed a director by deputization due to board representation. The filing transparently lists conversion mechanics, expiration characteristics, and exercisability timelines for warrants, which are relevant to governance and shareholder voting implications as conversions could change share class composition. All details are stated in the filing for stakeholder review.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

AULT MILTON C III

(Last) (First) (Middle)

11411 SOUTHERN HIGHLANDS PARKWAY

SUITE 190

(Street)

LAS VEGAS NV 89141

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hyperscale Data, Inc. [ GPUS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series H Convertible Preferred Stock	(1)	09/02/2025		A		4,000		(2)	(3)	Common Stock	(1)	$1,000	4,000	I	By Ault & Company, Inc.(4)
Series C Convertible Preferred Stock	(5)							(6)	(7)	Common Stock	(5)		50,000	I	By Ault & Company, Inc.(4)
Series G Convertible Preferred Stock	(8)							(9)	(10)	Common Stock	(5)		960	I	By Ault & Company, Inc.(4)
Series C Warrants	$118.3875							(11)	(11)	Common Stock	422,337		422,337	I	By Ault & Company, Inc.(4)
Series G Warrants	$5.918							(11)	(11)	Common Stock	162,217		162,217	I	By Ault & Company, Inc.(4)
October 2023 Warrants	$160.7375							(11)	(11)	Common Stock	54,498		54,498	I	By Ault & Company, Inc.(4)
Class B Common Stock	$0.00							(12)	(13)	Common Stock	4,234,561		4,234,561	I	By Ault & Company, Inc.(4)
Class B Common Stock	$0.00							(12)	(13)	Common Stock	346		346	D

1. Name and Address of Reporting Person^*

AULT MILTON C III

(Last) (First) (Middle)

11411 SOUTHERN HIGHLANDS PARKWAY

SUITE 190

(Street)

LAS VEGAS NV 89141

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

1. Name and Address of Reporting Person^*

Ault & Company, Inc.

(Last) (First) (Middle)

11411 SOUTHERN HIGHLANDS PARKWAY

SUITE 190

(Street)

LAS VEGAS NV 89141

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. As of September 4, 2025, the Series H Conversion Price was $0.419475 per share, so each share of Series H Convertible Preferred Stock is convertible into approximately 2,383.93 shares of Class A Common Stock.

2. Each share of Series H Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $0.79645 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion (the "Series H Conversion Price"). The Series H Conversion Price is subject to adjustment in the event of an issuance of Class A Common Stock at a price per share lower than the Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.

3. The Series H Convertible Preferred Stock has no expiration date.

4. Milton C. Ault, III, is the Chief Executive Officer of Ault & Company, Inc. ("Ault & Co.") and is deemed to beneficially own the shares held by Ault & Co.

5. As of September 4, 2025, the Series C Conversion Price was $0.419475 per share, so each share of Series C Convertible Preferred Stock is convertible into approximately 2,383.93 shares of Class A Common Stock.

6. Each share of Series C Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $183.58 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion (the "Series C Conversion Price"). The Series C Conversion Price is subject to adjustment in the event of an issuance of Class A Common Stock at a price per share lower than the Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.

7. The Series C Convertible Preferred Stock has no expiration date.

8. As of September 4, 2025, the Series G Conversion Price was $0.419475 per share, so each share of Series G Convertible Preferred Stock is convertible into approximately 2,383.93 shares of Class A Common Stock.

9. Each share of Series G Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $6.74 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion (the "Series G Conversion Price"). The Series G Conversion Price is subject to adjustment in the event of an issuance of Class A Common Stock at a price per share lower than the Conversion Price then in effect, as well as upon customary stock splits, stock dividends, combinations or similar events.

10. The Series G Convertible Preferred Stock has no expiration date

11. The October 2023, the Series C Warrants and the Series G Warrants have a five-year term, expiring on the fifth anniversary of the date of issuance, and become exercisable on the first business day after the six-month anniversary of the date of issuance.

12. Each share of Class B Common Stock is convertible into one share of Class A Common Stock.

13. The Class B Common Stock does not expire.

Remarks:

Mr. Ault, Chief Executive Officer of Ault & Co., is a director of the Issuer. For purposes of Section 16 of the Exchange Act, Ault & Co. may be deemed a director by deputization by virtue of its representation on the Board of Directors of the Issuer.

	/s/ Milton C. Ault, III	09/04/2025
	/s/ Milton C. Ault, III, Chief Executive Officer of Ault & Company, Inc.	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Milton C. Ault, III report on Form 4 for GPUS?

The Form 4 reports the acquisition of 4,000 shares of Series H Convertible Preferred Stock on 09/02/2025.

How many Class B common shares does Ault & Company, Inc. beneficially own according to the filing?

The filing reports that Ault & Company, Inc. indirectly beneficially owns 4,234,561 Class B common shares.

What warrant and convertible security exposures are disclosed in the Form 4?

The filing discloses Series C Warrants convertible into 422,337 common shares, Series G Warrants convertible into 162,217 common shares, October 2023 Warrants convertible into 54,498 common shares, and various convertible preferred series with stated conversion ratios.

What is the conversion ratio for the disclosed preferred shares?

As of 09/04/2025, the filing states each Series H, Series C and Series G Convertible Preferred share is convertible into approximately 2,383.93 Class A common shares based on the stated conversion price at that date.

Do Class B common shares convert to Class A common stock?

Yes. The filing states each Class B common share is convertible into one share of Class A common stock.