GridAI extends $964K loan to Pronghorn Resources

GridAI Technologies Corp. (GRDX) disclosed that on September 4, 2026 it entered into an Amended and Restated Secured Convertible Promissory Note with Pronghorn Resources, LLC, updating a prior $2,000,000 note to reflect a second, additional loan of $964,000.

Available on EDGAR 09/11/2026 - 04:44 PM EDT Accepted by SEC EDGAR 09/11/2026 - 04:43 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

GridAI Technologies Corp. (GRDX) disclosed that on September 4, 2026 it entered into an Amended and Restated Secured Convertible Promissory Note with Pronghorn Resources, LLC, updating a prior $2,000,000 note to reflect a second, additional loan of $964,000.

The Parties also executed a First Amendment to the Security Agreement, revising the definition of “Note” so that the security package now applies to the Amended and Restated Secured Convertible Promissory Note. Both amended agreements are filed as exhibits and incorporated by reference.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Original loan principal amount: $2,000,000 Additional loan amount under Amended Note: $964,000 Trading symbol: GRDX +2 more

5 metrics

Original loan principal amount $2,000,000 Principal sum of the Secured Convertible Promissory Note made to Pronghorn Resources, LLC

Additional loan amount under Amended Note $964,000 Second loan made by GridAI Technologies to Pronghorn Resources, LLC reflected in the Amended and Restated Note

Trading symbol GRDX Common Stock, par value $0.0001 per share, listed on The Nasdaq Stock Market LLC

Exhibit 10.1 Amended and Restated Secured Convertible Promissory Note Between GridAI Technologies Corp. and Pronghorn Resources, LLC dated September 4, 2026

Exhibit 10.2 First Amendment to the Security Agreement Between GridAI Technologies Corp. and Pronghorn Resources, LLC dated September 4, 2026

Key Terms

Secured Convertible Promissory Note, Amended and Restated Secured Convertible Promissory Note, Security Agreement, Emerging growth company

4 terms

Secured Convertible Promissory Note financial

"pursuant to the terms of a Secured Convertible Promissory Note (“Note”)"

Amended and Restated Secured Convertible Promissory Note financial

"entered into that certain Amended and Restated Secured Convertible Promissory Note"

Security Agreement financial

"amended and restated the Security Agreement entered into between the Parties"

A security agreement is a legal contract in which a borrower promises specific assets as collateral to a lender until a debt is repaid. Think of it like leaving your car keys with a mechanic while they fix the car — the lender can take or sell the pledged assets if the borrower defaults. For investors, these agreements reveal which company assets are tied up, who gets paid first in trouble, and how risky other creditors’ claims may be.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

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

What material agreement did GRDX announce on September 4, 2026?

GridAI Technologies announced an Amended and Restated Secured Convertible Promissory Note with Pronghorn Resources, LLC, replacing the original note and reflecting an additional loan advance, together with a corresponding First Amendment to the Security Agreement.

How much has GRDX loaned to Pronghorn Resources under the convertible note structure?

GridAI Technologies initially loaned $2,000,000 to Pronghorn Resources under a Secured Convertible Promissory Note and then made a second loan of an additional $964,000, documented through the Amended and Restated Secured Convertible Promissory Note.

What is the purpose of the First Amendment to the Security Agreement for GRDX?

The First Amendment to the Security Agreement revises the definition of “Note” so that the existing security arrangements now secure obligations under the Amended and Restated Secured Convertible Promissory Note, rather than the original July 17, 2026 note.

Who is GridAI Technologies’ counterparty in the amended note disclosed in the 8-K?

The counterparty is Pronghorn Resources, LLC, a Delaware limited liability company. GridAI Technologies and Pronghorn are collectively referred to as the “Parties” in the Amended and Restated Secured Convertible Promissory Note and related Security Agreement amendment.

Where can investors find the full terms of GRDX’s amended note and security agreement?

The full texts are filed as Exhibit 10.1 (Amended and Restated Secured Convertible Promissory Note) and Exhibit 10.2 (First Amendment to the Security Agreement) to the report and are incorporated by reference.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): September 4, 2026

GridAI Technologies Corp.

(Exact name of registrant as specified in its charter)

Delaware		001-37853		46-4993860
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

433 Plaza Real, Suite 275 Boca Raton, Florida		33432
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (561) 589-7020

Not Applicable

(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 obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ 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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		GRDX		The Nasdaq Stock Market LLC

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.

As previously reported in GridAI Technologies Corp. (the “Company”)’s Current Report on Form 8-K filed on July 23, 2026, the Company made a loan (“Loan”) to Pronghorn Resources, LLC, a Delaware limited liability company (“Pronghorn”, and, together with the Company, the “Parties”), pursuant to the terms of a Secured Convertible Promissory Note (“Note”), in the principal sum of $2,000,000 (the “Principal Amount”). On September 4, 2026, the Parties entered into that certain Amended and Restated Secured Convertible Promissory Note (“Amended Note”), which amended and restated the terms of the Note such that the Amended Note’s terms reflected the Company’s second loan of an additional $964,000 to Pronghorn (such second loan made following the Loan).

In connection with the Parties’ entry into the Amended Note, the Parties entered into that certain First Amendment to the Security Agreement on September 4, 2026 (“Amended Security Agreement”). The Amended Security Agreement amended and restated the Security Agreement entered into between the Parties on July 17, 2026 (“Security Agreement”), such that the definition for the term “Note” was replaced with the Amended Note.

Capitalized terms used herein but not otherwise defined have the meanings set forth in the Amended Note. The foregoing descriptions of the Amended Note and Amended Security Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Amended Note and Amended Security Agreement, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Amended and Restated Secured Convertible Promissory Note between the Company and Pronghorn Resources, LLC dated September 4, 2026.
10.2		First Amendment to the Security Agreement between the Company and Pronghorn Resources, LLC dated September 4, 2026.
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.

	GridAI Technologies Corp.
September 11, 2026	By:	/s/ Jason D. Sawyer
	Name:	Jason D. Sawyer
	Title:	Chief Executive Officer

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.1 EXHIBIT 10.1 64.3 KB
• EX-10.2 EXHIBIT 10.2 11.1 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB