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Hyperscale Data investor Ault holds 65.9% of Class A

Ault & Company and Milton C. Ault III disclose majority as-converted ownership of Hyperscale Data’s Class A shares, but hold about 15% of total voting power across all classes.

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Hyperscale Data, Inc. (GPUS) reports that Ault & Company, Inc. beneficially owns 317,418,715 Class A shares on an as-converted basis, or 65.7% of the Class A common stock, while Milton C. Ault III beneficially owns 318,429,036 Class A shares, or 65.9%.

These interests include Class A and Class B common stock, Series C, G and H Convertible Preferred Stock, and warrants, all calculated using a $0.1763 conversion price for the preferred. Based on all voting securities outstanding as of September 4, 2026, Ault & Company and Mr. Ault hold 15.27% and 15.62% of total voting power. Senior officers Horne, Nisser and Cragun each beneficially own less than 1% of the Class A shares, including stock options with a $3.60 strike price that began vesting on May 6, 2026.

Positive

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Negative

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Filing Explained

The amendment clarifies that the reported stock options have a $3.60 strike price and expire on July 30, 2035: 50% became exercisable on May 6, 2026, while the remaining 50% vests in equal monthly increments over 24 months beginning June 1, 2026.

Beneficial ownership – Ault & Company 317,418,715 Class A shares (65.7%) As-converted Class A ownership based on 168,217,650 Class A shares outstanding as of September 4, 2026
Beneficial ownership – Milton C. Ault III 318,429,036 Class A shares (65.9%) As-converted Class A ownership including Ault & Company holdings
Class A shares outstanding 168,217,650 shares Class A common shares outstanding as of September 4, 2026
Total voting power – Ault & Company 15.27% Percentage of total voting power across all voting securities
Total voting power – Milton C. Ault III 15.62% Percentage of total voting power across all voting securities
Conversion price used for preferred stock $0.1763 per Class A share Price used to calculate Class A shares issuable from Series C, G and H preferred
Stated value per preferred share $1,000 per share Series C, G and H Convertible Preferred Stock
Officer stock option strike price $3.60 per share Options for Ault, Horne, Nisser and Cragun expiring July 30, 2035
beneficially owned financial
"The aggregate purchase price of the 759,700 Class A Shares beneficially owned by Mr. Ault"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Series C Convertible Preferred Stock financial
"50,000 shares of Series C Convertible Preferred Stock owned directly by Ault & Company"
Series C convertible preferred stock is a class of investment shares issued in a later private financing round that combine safety and upside: they usually pay ahead of ordinary shares if a company pays dividends or is sold, but can be converted into common stock to share in future growth. For investors this acts like a VIP ticket with a safety net—offering priority protection while preserving the option to participate in a successful exit.
sole voting power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
shared dispositive power financial
"4 | Shared Dispositive Power 317,418,715.00"
conversion price financial
"is convertible into shares of Class A Common Stock at a conversion price equal to the greater"
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.
volume weighted average price financial
"105% of the volume weighted average price of the Class A Common Stock"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much of Hyperscale Data (GPUS) does Ault & Company beneficially own?

Ault & Company beneficially owns 317,418,715 Class A shares on an as-converted basis, representing 65.7% of Hyperscale Data’s Class A common stock, based on 168,217,650 Class A shares outstanding as of September 4, 2026.

What is Milton C. Ault III’s beneficial ownership in GPUS?

Milton C. Ault III beneficially owns 318,429,036 Class A shares on an as-converted basis, or 65.9% of the Class A common stock. This includes his direct holdings, options and Class B shares, plus the shares beneficially owned by Ault & Company.

What is the total voting power of Ault & Company and Milton Ault in Hyperscale Data?

Based on all voting securities outstanding as of September 4, 2026, Ault & Company’s holdings represent 15.27% of Hyperscale Data’s total voting power, and Milton C. Ault III’s holdings represent 15.62% of total voting power.

How are the preferred shares of GPUS converted into Class A common stock?

Each share of Series C, G and H Convertible Preferred Stock has a stated value of $1,000 and is convertible into Class A common at the greater of $0.10 per share or 105% of the 10-day volume weighted average price; calculations here use a $0.1763 conversion price.

How many GPUS shares can Ault & Company’s preferred holdings convert into?

Ault & Company’s preferred holdings are currently convertible into 283,607,486 Class A shares from 50,000 Series C shares, 5,445,264 from 960 Series G shares, and 22,688,599 from 4,000 Series H shares, based on a $0.1763 conversion price.

What equity incentives do Hyperscale Data officers hold?

Messrs. Ault, Horne, Nisser and Cragun hold options to purchase 400,000, 400,000, 300,000 and 200,000 Class A shares, respectively, at a $3.60 strike price, expiring July 30, 2035. Half vested on May 6, 2026, with the remainder vesting monthly over 24 months from June 1, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates





09175M879

(CUSIP Number)
Milton C. Ault, III
c/o Ault & Company, Inc., 11411 Southern Highlands Pkwy, Suite 190
Las Vegas, NV, 89141
949-444-5464

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
09/04/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 2,613,692 shares of class A common stock ("Class A Shares"), (ii) 2,935,861 shares of Class A Shares issuable upon conversion of 2,935,861 shares of class B common stock ("Class B Shares"), (iii) 283,607,486 Class A Shares issuable upon conversion of 50,000 shares of Series C Convertible Preferred Stock, (iv) 5,445,264 Class A Shares issuable upon conversion of 960 shares of Series G Convertible Preferred Stock, (v) 22,688,599 Class A Shares issuable upon conversion of 4,000 shares of Series H Convertible Preferred Stock and (vi) 127,813 Class A Shares issuable upon exercise of outstanding warrants. Each share of Series C Convertible Preferred Stock, Series G Convertible Preferred Stock and 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) 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. For purposes of this Schedule 13D filing, the calculations for the number of Class A Shares issuable upon conversion of the Series C Convertible Preferred Stock, Series G Convertible Preferred Stock and Series H Convertible Preferred Stock are based upon a conversion price of $0.1763.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Sole voting power represents (i) 250,000 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days, (ii) 759,700 Class A Shares and (iii) 621 Class A Share issuable upon conversion of 621 Class B Shares. (2) Shared voting power represents (i) 2,613,692 Class A Shares held by Ault & Company, Inc. ("Ault & Company"), (ii) 2,935,861 shares of Class A Shares issuable upon conversion of 2,935,861 Class B Shares held by Ault & Company, (iii) 283,607,486 Class A Shares issuable upon conversion of 50,000 shares of Series C Convertible Preferred Stock held by Ault & Company, (iv) 5,445,264 Class A Shares issuable upon conversion of 960 shares of Series G Convertible Preferred Stock held by Ault & Company, (v) 22,688,599 Class A Shares issuable upon conversion of 4,000 shares of Series H Convertible Preferred Stock held by Ault & Company and (vi) 127,813 Class A Shares issuable upon exercise of outstanding warrants held by Ault & Company. Each share of Series C Convertible Preferred Stock, Series G Convertible Preferred Stock and 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) 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. For purposes of this Schedule 13D filing, the calculations for the number of Class A Shares issuable upon conversion of the Series C Convertible Preferred Stock, Series G Convertible Preferred Stock and Series H Convertible Preferred Stock are based upon a conversion price of $0.1763.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 250,000 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days and (ii) 300,000 Class A Shares.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 187,500 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days and (ii) 250,000 Class A Shares.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 125,000 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days and (ii) 100,000 Class A Shares.


SCHEDULE 13D


Ault & Company, Inc.
Signature:/s/ Milton C. Ault, III
Name/Title:Milton C. Ault, III, Chief Executive Officer
Date:09/09/2026
AULT MILTON C III
Signature:/s/ Milton C. Ault, III
Name/Title:Milton C. Ault, III
Date:09/09/2026
HORNE WILLIAM B
Signature:/s/ William B. Horne
Name/Title:William B. Horne
Date:09/09/2026
NISSER HENRY CARL
Signature:/s/ Henry C. Nisser
Name/Title:Henry C. Nisser
Date:09/09/2026
CRAGUN KENNETH S
Signature:/s/ Kenneth S. Cragun
Name/Title:Kenneth S. Cragun
Date:09/09/2026

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