[8-K] Greenidge Generation Holdings Inc. 8.50% Senior Notes due 2026 Reports Material Event

Rhea-AI Filing Summary

Form 144 discloses that an individual named George Kurian intends to sell 8,500 shares of NetApp (NTAP) common stock through Morgan Stanley Smith Barney on or about 21 July 2025. The shares have an aggregate market value of $918,671, equating to roughly 0.004 % of the 200.37 million shares outstanding. The shares were acquired on 17 May 2023 as performance stock.

The filing also lists prior insider activity during the last three months: Kurian sold 17,000 shares between 19 May 2025 and 16 June 2025 for total gross proceeds of $1.72 million. No material adverse information is acknowledged in the certification section, and no 10b5-1 trading plan date is provided.

While the planned sale is small relative to float, the continued disposition adds to recent insider selling volume that investors may monitor for sentiment cues.

Positive

• Sale represents only 0.004 % of shares outstanding, posing no dilution or ownership-structure concern.

Negative

• Continued insider selling (25,500 shares over three months including proposed sale) can be interpreted as a bearish sentiment signal.

Insights

Insider Transaction Analyst

TL;DR – Small-scale Form 144 continues recent insider selling; likely immaterial to float but can signal sentiment.

The notice covers a proposed sale of 8,500 NTAP shares (~$0.9 m). Combined with 17,000 shares already sold in the past quarter, the individual has monetised about $2.6 m. Given 200 m+ shares outstanding, dilution risk is negligible. However, persistent selling may be perceived negatively if it coincides with upcoming catalysts or quiet periods. Absence of a disclosed 10b5-1 plan suggests discretionary timing. Overall impact is modest and should not alter fundamental valuation, but traders often watch insider patterns for short-term sentiment.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): July 21, 2025

Greenidge Generation Holdings Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-40808		86-1746728
(State or Other Jurisdiction		(Commission		(IRS Employer
of Incorporation)		File Number)		Identification No.)

1159 Pittsford-Victor Road, Suite 240, Pittsford, New York		14534
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code (315) 536-2359

(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 (see General Instruction A.2. below):

☐	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
Class A common stock, par value $0.0001		GREE		The Nasdaq Global Select Market
8.50% Senior Notes due 2026		GREEL		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

On July 21, 2025, Greenidge Generation Holdings Inc. (the “Company”) issued New Notes (defined below) in connection with its completed offer to exchange and to purchase, in separate concurrent offers, at the election of each holder, and subject the Cash Payment Limit described below, its outstanding 8.50% Senior Notes due 2026 (the “Old Notes”) held by holders for:

(i) A new series of 10.00% Senior Notes due 2030 (the “New Notes”), in an amount equal to $11.00 principal amount of New Notes for each $25.00 principal amount of Old Notes exchanged (the “Exchange Option”); or

(ii) Cash, in an amount equal to $8.50 for each $25.00 principal amount of Old Notes tendered, provided that if the holder elects to tender on or before the Early Tender Date, then cash in the amount equal to $9.00 (the “Early Tender Premium”) for each of the $25.00 principal amount of Old Notes tendered (the “Tender Option”). As the cash required to purchase all of the Old Notes tendered under the Tender Option exceeded $3.2 million (the “Cash Payment Limit”), we accepted the Old Notes tendered for purchase with an approximate proration factor of 50%.

The Exchange Option and the Tender Option are referred to collectively as the “Tender/Exchange Offer.” The New Notes were issued to holders of Old Notes that tendered such Old Notes pursuant to the Exchange Option in the Tender/Exchange Offer.

The New Notes were issued pursuant to the second supplemental indenture (the “Second Supplemental Indenture”), dated as of July 21, 2025, between the Company and Wilmington Savings Fund Society, FSB, as trustee (the “Trustee”). The Second Supplemental Indenture supplements the indenture entered into by and between the Company and the Trustee, dated as of October 13, 2021 (the “Base Indenture” and, together with the Second Supplemental Indenture, the “Indenture”).

Interest on the New Notes accrues at an annual rate equal to 10.00% from and including July 21, 2025 to, but excluding, the maturity date or earlier acceleration or redemption and is payable quarterly in arrears on March 31, June 30, September 30 and December 31 of each year, beginning on December 31, 2025 and at maturity, to the holders of record at the close of business on the immediately preceding March 31, June 30, September 30 and December 31 (and June 15 immediately preceding the maturity date), as applicable (whether or not a business day).

The New Notes may be redeemed for cash in whole or in part at any time at the Company’s option (i) on or after July 31, 2026 and prior to July 31, 2027, at a price equal to 102% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, (ii) on or after July 31, 2027 and prior to July 31, 2028, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, and (iii) on or after July 31, 2028 and prior to maturity, at a price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption. The New Notes may be redeemed for cash in whole but not in part at the Company’s option at any time within 90 days of the occurrence of a Change of Control (as defined in the Second Supplemental Indenture), at a price equal to 100.5% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption. Redemption shall be upon notice not fewer than 10 days and not more than 60 days prior to the date fixed for redemption. Notices of redemption may be subject to satisfaction or waiver of one or more conditions precedent specified in the notice of redemption.

The Indenture also contains customary event of default and cure provisions. If an uncured default occurs and is continuing, the Trustee or the holders of not less than 25% in aggregate principal amount of the New Notes may declare the New Notes to be immediately due and payable.

The New Notes are senior unsecured obligations of the Company and rank equal in right of payment with the Company’s existing and future senior unsecured indebtedness.

The foregoing description of the Indenture and the New Notes does not purport to be complete and is qualified in its entirety by reference to the full text of the Indenture and the form of Note. Copies of the Base Indenture, the Second Supplemental Indenture and the form of Note are attached to this Current Report on Form 8-K as Exhibits 4.1, 4.2 and 4.3, respectively, and are incorporated herein by reference.

Item 2.03 – Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information regarding the New Notes, the Indenture and the Promissory Note set forth in Item 1.01 is incorporated herein by reference.

Item 9.01 – Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
4.1		Indenture dated as of October 13, 2021 between Greenidge Generation Holdings Inc. and Wilmington Savings Fund Society, FSB, as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on October 13, 2021).
4.2		Second Supplemental Indenture dated as of July 21, 2025 between Greenidge Generation Holdings Inc. and Wilmington Savings Fund Society, FSB, as trustee.
4.3		Form of 8.50% Senior Note due 2026 (included as Exhibit A to Exhibit 4.2 above).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

	Greenidge Generation Holdings Inc.
	By:	/s/ Jordan Kovler
		Name:	Jordan Kovler
		Title:	Chief Executive Officer

Date: July 21, 2025

FAQ

How many NetApp (NTAP) shares are proposed for sale in this Form 144?

8,500 common shares are scheduled for sale.

What is the estimated dollar value of the planned NTAP insider sale?

The aggregate market value is approximately $918,671.

When is the proposed sale expected to occur?

The filing lists an approximate sale date of 07/21/2025.

How many NTAP shares has the seller disposed of in the past three months?

Prior Form 144 data shows 17,000 shares sold between 19 May 2025 and 16 June 2025.

Does the filing indicate a 10b5-1 trading plan?

No date for plan adoption or instruction is provided, so reliance on Rule 10b5-1 is not disclosed.

What percentage of NetApp’s outstanding shares does the planned sale represent?

Approximately 0.004 % of the 200,366,162 shares outstanding.