Host Digital authorizes up to $15M stock buyback
The authorization lasts through October 19, 2027, but Host Digital says it is not obligated to repurchase a specific number of shares.
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Rhea-AI Filing Summary
Host Digital Inc. (HOST) authorized repurchases of up to $15 million of its Class A common stock. The program began October 19, 2026 and expires October 19, 2027; Host Digital may modify, suspend or discontinue it at any time and is not required to repurchase a specific number of shares. The company does not expect to begin repurchases or adopt a Rule 10b5-1 trading plan until it is in an open trading window. Timing, method, price and volume are at the company’s discretion, and Host Digital says its top priority remains financing, developing and delivering its contracted projects.
Site I in northeast Oklahoma is an energized facility with 55 megawatts of gross power and 43 megawatts of critical IT load. Its 15-year take-or-pay lease represents approximately $1.25 billion in base-term contracted revenue, with rent increasing 3% annually; delivery to the tenant is targeted for the first quarter of 2027. The lease is expected to be supported by a backstop from a U.S.-based, investment-grade global technology company. Host Digital also continues to pursue acquiring a second energized, leased site in northeast Oklahoma from its sponsor.
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take-or-pay agreement financial
critical IT load technical
energized facility technical
backstop financial
Rule 10b5-1 trading plans regulatory
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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).
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| Item 7.01 | Regulation FD Disclosure. |
On October 20, 2026, Host Digital Inc. (the “Company”), issued a press release regarding the approval of a Stock Buyback Program (as defined below). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 8.01 | Other Events. |
On October 19, 2026, the Company’s board of directors approved a stock buyback program (the “Stock Buyback Program”), which authorizes the repurchase of up to $15 million of shares of the Company’s Class A common stock, par value $0.001 per share (the “Common Stock”). The Stock Buyback Program commenced on October 19, 2026 and will expire on October 19, 2027, and may be modified, suspended, or discontinued at any time. The Company does not expect to commence repurchases under the program, or to adopt any Rule 10b5-1 trading plan, until it is in an open trading window.
Purchases under the Stock Buyback Program may occur using a variety of methods, including but not limited to open market transactions, privately negotiated transactions, block trades and through Rule 10b5-1 trading plans. This stock buyback authority may be exercised by the officers of the Company from time to time and in such amounts as market conditions warrant and subject to regulatory considerations. The timing, method, price, and volume of any share repurchases will be at the Company’s discretion and will depend on a variety of factors including but not limited to its liquidity and capital requirements, development expenditures, anticipated cash flows, alternative investment opportunities, restrictions under its financing arrangements, the market price of its Common Stock, and prevailing market conditions.
| Item 9.01 | Financial Statements and Exhibits. |
(c) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press release, dated October 20, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
FORWARD LOOKING STATEMENTS
This report contains forward-looking statements within the meaning of that term in the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934). Additional written or oral forward-looking statements may be made by the Company from time to time in filings with the Securities and Exchange Commission or otherwise. Statements contained in this report that are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and are based on management’s estimates, assumptions and projections and are not guarantees of future performance. The Company assumes no obligation to update these statements. Forward-looking statements may include, but are not limited to, statements regarding the Stock Buyback Program and other matters. In addition, when used in this report, the words “expects,” “intends,” “may,” “plans,” “will,” “would,” “could,” “should,” “future,” “proposes,” and variations thereof and similar expressions are intended to identify forward looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HOST DIGITAL INC. | |||
| Date: | October 20, 2026 | By: | /s/ Harmol Samra |
| Harmol Samra | |||
| Chief Executive Officer | |||
Exhibit 99.1
Host Digital Authorizes $15 Million Share Buyback Program
Board believes the current share price does not reflect the value of Host Digital’s contracted AI data center platform
NEW YORK, NY, Oct. 20, 2026 — Host Digital Inc. (NYSE American: HOST) (“Host Digital” or the “Company”), a developer, owner, and operator of digital infrastructure for artificial intelligence (“AI”) and high-performance computing (“HPC”), today announced that its Board of Directors has unanimously authorized a share repurchase program under which the Company may repurchase up to $15 million of its outstanding common stock for up to one year.
The authorization reflects the Board’s confidence in Host Digital’s long-term strategy and gives the Company the flexibility to repurchase shares when it believes the market price does not reflect the value of its business, while continuing to prioritize the financing and delivery of its contracted data center projects.
Host Digital’s first project, Site I in northeast Oklahoma, is an energized facility with 55 megawatts (“MW”) of gross power and 43 MW of critical IT load. The site is leased under a 15-year take-or-pay agreement representing approximately $1.25 billion in base-term contracted revenue, with rent that increases 3% annually. The lease is expected to be supported by a backstop from a U.S.-based, investment-grade global technology company, and the Company is targeting delivery to its tenant in the first quarter of 2027.
Host Digital also continues to pursue the acquisition of a second energized and leased site in northeast Oklahoma from its sponsor, as previously disclosed.
“The Board authorized this program because we believe the market is undervaluing Host Digital and the assets it controls,” said Shawn Matthews, Chairman of the Board of Host Digital. “We see an opportunity to build long-term value per share by repurchasing stock at prices that do not appropriately reflect what this business is worth, in our view. We will weigh any repurchases against our project commitments and other uses of capital.”
“Our share price hasn’t changed the power available at Site I or the signed 15-year take-or-pay lease behind it,” said Harmol Samra, Host Digital’s Chief Executive Officer. “We’re targeting delivery in the first quarter of 2027, and our top priority remains financing, developing, and delivering our contracted projects. We’ll evaluate repurchases alongside those commitments and our other capital needs.”
In determining whether and when to repurchase shares, Host Digital will consider, among other factors, its liquidity and capital requirements, development expenditures, anticipated cash flows, alternative investment opportunities, the market price of its common stock, and prevailing market conditions.
The timing, method, price, and volume of any share repurchases will be at the Company’s discretion. Repurchases may be made through open market transactions, including pursuant to Rule 10b5-1 trading plans, privately negotiated transactions, or structured transactions arranged through investment banks, among other methods, in compliance with applicable securities laws and regulations, including Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934. The Company is not obligated to repurchase any specific number of shares and may modify, suspend, or discontinue the program at any time.
About Host Digital
Host Digital Inc. (NYSE American: HOST) primarily develops, acquires, owns, and operates institutional-quality data centers in the United States that support AI and HPC workloads. The Company focuses on RightScaled sites of 20 MW to 100 MW with existing or near-term access to power, leased under long-term contracts to strong or credit-enhanced counterparties. Host Digital seeks to own and control the real estate, power, and data center infrastructure at each site, and provides turnkey facilities where tenants select and deploy their own compute infrastructure and model layers. Host Digital is led by CEO Harmol Samra, formerly of PGIM, Starwood and ICONIQ, where they developed a 2.2GW data center platform with 82 sites worldwide, and Chairman Shawn Matthews, the former CEO of global investment bank Cantor Fitzgerald. For more information, visit www.hostdigital.ai.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the share repurchase program; whether, when, and to what extent shares may be repurchased; the expected timing of repurchases; the expected delivery of Site I; the Site I lease and its expected backstop; the potential acquisition of a second site; capital allocation, financing, liquidity, and development priorities; and the Company’s strategy, operations, and growth plans. These statements reflect current expectations and assumptions, not guarantees of future results. Actual outcomes may differ materially as a result of risks and uncertainties, including the availability of funds, future financing requirements, the Company’s ability to execute its development plans, market conditions, trading prices, contractual restrictions, and the risks described in the Company’s filings with the Securities and Exchange Commission. Readers should not place undue reliance on these statements, which speak only as of the date hereof. Host Digital undertakes no obligation to update forward-looking statements except as required by law.
Contacts
Media: Jessica Starman | jessica@elev8newmedia.com | 888-461-2233
Investors: Jason Assad | info@bridge-comms.com