HUT (NYSE: HUT) adds Virtu as sales agents to $1.0B ATM program

Rhea-AI Filing Summary

HUT amended its at-the-market sales program to register up to $1,000,000,000 of common stock for sale through designated U.S. and Canadian sales agents. The supplement adds Virtu Americas LLC and Virtu Canada Corp. as additional sales agents.

As of February 25, 2026, approximately 5.783 million shares have been sold under the sales agreement for gross proceeds of $284.2 million, leaving about $715.8 million available under the at the market program. Sales may occur on Nasdaq, the TSX, in the OTC market, in block or privately negotiated transactions, or by other lawful methods.

Insights

Equity Capital Markets Analyst

ATM supplement expands distributor list and reports remaining capacity.

The supplement updates the controlled equity sales agreement to include Virtu Americas LLC and Virtu Canada Corp. as additional U.S. and Canadian sales agents, respectively, for an $1,000,000,000 at-the-market program.

The excerpt states 5.783 million shares sold for gross proceeds of $284.2 million, leaving approximately $715.8 million available as of February 25, 2026. Timing and exact placement activity are driven by seller decisions and market conditions; cash-flow treatment is the issuer receiving proceeds under the stated sales agreement.

Capital Markets Attorney

Legal update: sales agreement amended to add sales agents; offering unchanged.

The filing amends the Controlled Equity Sales Agreement dated December 4, 2024 to add two sales agents and clarifies that references to the sales agreement refer to the agreement "as amended." The offering remains an at the market program under Rule 415(a)(4).

Qualifiers in the excerpt include sales "from time to time" and multiple sale methods; the amendment does not change the aggregate offering cap of $1,000,000,000 or the previously disclosed proceeds and sales mechanics.

Filed Pursuant to Rule 424(b)(5)
Registration No. 333-283579

Supplement No. 1 dated February 25, 2026
(To Prospectus Supplement dated August 22, 2025
and Prospectus dated December 4, 2024)

 

$1,000,000,000

Common Stock

This supplement supplements the prospectus supplement dated August 22, 2025 (the “prospectus supplement”), relating to the issuance and sale of our common stock, par value $0.01 per share (“common stock”) having an aggregate offering price of up to $1,000,000,000 through our sales agents, Cantor Fitzgerald & Co., Keefe, Bruyette & Woods, Inc., The Benchmark Company, LLC, BTIG, LLC, Canaccord Genuity LLC, Craig-Hallum Capital Group LLC, Maxim Group LLC, Needham & Company, LLC and Roth Capital Partners, LLC (each, a “U.S. sales agent,” and collectively, the “U.S. sales agents”) and Cantor Fitzgerald Canada Corporation, Stifel Nicolaus Canada Inc., Canaccord Genuity Corp., and certain of their Canadian affiliates (each, a “Canadian sales agent,” and collectively, the “Canadian sales agents,” and together with the U.S. sales agents, the “sales agents”), from time to time in sales deemed to be “at the market offerings” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), by means of ordinary brokers’ transactions, to or through a market maker, on or through the Nasdaq Global Select Market (“Nasdaq”) or any other market venue where the securities may be traded, in the over-the-counter market, in privately negotiated transactions (including block transactions), or through a combination of any such methods of sale. The sales agents may also sell our common stock by any other method permitted by law. This supplement shall be read in conjunction with the prospectus supplement and the accompanying prospectus. Except as set forth herein, the prospectus supplement remains unchanged.

This supplement is being filed to reflect the amendment on February 25, 2026 of the Controlled Equity Offering^SM Sales Agreement (the “sales agreement”) by and among us and the sales agents, dated December 4, 2024, to include Virtu Americas LLC as an additional U.S. sales agent and Virtu Canada Corp. as an additional Canadian sales agent. Accordingly, each reference to the term “U.S. sales agent(s)” or “sales agent(s)” in the prospectus supplement is hereby amended to include Virtu Americas LLC, each reference to the term “Canadian sales agent(s)” or “sales agent(s)” in the prospectus supplement is hereby amended to include Virtu Canada Corp., and each reference to the term “sales agreement” in the prospectus supplement is hereby amended to refer to the sales agreement, as amended.

As of the date of this supplement, we have sold approximately 5.783 million shares of our common stock under the sales agreement and the prospectus supplement, for gross proceeds of approximately $284.2 million, leaving approximately $715.8 million available to be offered by this supplement and the prospectus supplement.

Our common stock is listed on the Nasdaq and the Toronto Stock Exchange (the “TSX”) under the symbol “HUT.” On February 24, 2026, the closing price of our common stock on Nasdaq and the TSX was $59.19 and C$81.09 per share, respectively.

Investing in our common stock involves risks. See “Risk Factors” beginning on page S-3 of the prospectus supplement and in the documents incorporated by reference in the prospectus supplement and the accompanying prospectus for a description of risks you should consider when evaluating such investment.

Neither the Securities and Exchange Commission nor any state, provincial or territorial securities commission, nor any other regulatory body has approved or disapproved of these securities or determined if the prospectus supplement and the accompanying prospectus to which it relates are truthful and complete. Any representation to the contrary is a criminal offense.

Cantor

Keefe, Bruyette & Woods
                   A Stifel Company Virtu Financial

Benchmark, a StoneX Company BTIG Canaccord Genuity Craig-Hallum Maxim Group LLC Needham & Company Roth Capital Partners

The date of this supplement is February 25, 2026.

FAQ

What does HUT's supplement on February 25, 2026 do?

It amends the sales agreement to add two sales agents and restates the $1,000,000,000 at-the-market program. The supplement names Virtu Americas LLC and Virtu Canada Corp. as additional U.S. and Canadian sales agents.

How much of HUT's $1.0B ATM program has been used?

HUT has sold approximately 5.783 million shares for gross proceeds of $284.2 million. That leaves about $715.8 million of the $1,000,000,000 program available as of February 25, 2026.

Through which venues can HUT sell shares under the amended program?

Sales may occur on Nasdaq, the TSX, the over-the-counter market, to or through a market maker, in privately negotiated or block transactions, or by other lawful methods permitted by the sales agreement.

Will HUT receive proceeds from sales under this program?

Yes; the program contemplates issuance and sale of the company's common stock by the issuer, so sales generate proceeds to the company under the Controlled Equity Sales Agreement and prospectus supplement.

Did the amendment change the aggregate offering amount?

No. The supplement expressly keeps the aggregate offering price at $1,000,000,000 and only adds the two sales agents to the existing sales agreement and prospectus supplement language.