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UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
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FORM 8-K |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): July 20, 2026 |
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LM FUNDING AMERICA, INC. |
(Exact name of registrant as specified in its charter) |
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Delaware (State or other jurisdiction of incorporation) |
001-37605 (Commission File Number) |
47-3844457 (IRS Employer Identification No.) |
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1200 West Platt Street, Suite 100 Tampa, Florida 33606 (Address of principal executive offices, including zip code) (813) 222-8996 (Registrant’s telephone number, including area code) |
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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:
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Title of each class: |
Trading symbol |
Name of each exchange on which registered |
Common Stock, par value $0.001 per share |
LMFA |
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 (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 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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On July 14, 2026, the board of directors (the “Board”) of LM Funding America, Inc. (referred to herein as “we,” “our,” “us,” the “Company,” or similar references) approved a Certificate of Amendment to the Certificate of Incorporation of the Company (the “Certificate of Amendment”) to change the name of the Company to “PowerCompute, Inc.” (the “Name Change”). The Name Change and the Certificate of Amendment will be effective as of 12:01 a.m., Eastern Time on July 22, 2026. Pursuant to Delaware law, a stockholder vote was not necessary to effectuate the Name Change, and the Name Change does not affect the rights of the Company’s stockholders.
On July 20, 2026, the Company filed the Certificate of Amendment with the Secretary of State of the State of Delaware. The foregoing description of the Certificate of Amendment does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the Certificate of Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference in this Item 5.03.
In connection with the Name Change, the Company's common stock is expected to trade on the Nasdaq Capital Market under the new ticker symbol “PWCM” beginning at the open of trading on July 22, 2026. No action is required by stockholders in connection with the Name Change or ticker symbol change, and the Company's CUSIP number will remain unchanged.
In connection with the Name Change, the Board also approved an amendment and restatement of the amended and restated bylaws of the Company (the “Amended Bylaws”). The Amended Bylaws are effective as of 12:01 a.m. Eastern Time on July 22, 2026. The changes in the Bylaws relate solely to the Name Change, and no substantive changes to the Bylaws were otherwise made. The foregoing description of the Bylaws does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the Bylaws, which are attached as Exhibit 3.2 in redline form, marked to show the changes described above, and as Exhibit 3.3 in unmarked form and are each incorporated by reference in this Item 5.03.
Item 7.01 Regulation FD.
On July 20, 2026, the Company issued a press release announcing the Name Change. The press release is furnished as Exhibit 99.1 and incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished, shall not be deemed “filed” for any purpose, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Securities Exchange Act of 1934, as amended (the “Exchange Act”), except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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Exhibit Number |
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Description |
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3.1 3.2 |
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Certificate of Amendment to Certificate of Incorporation, filed July 20, 2026, and effective as of July 22, 2026. Amended and Restated Bylaws of LM Funding America, Inc., effective as of July 22, 2026. |
99.1 |
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Press release issued July 20, 2026 |
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***
Forward-Looking Statements
This Current Report on Form 8-K may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainty. Words such as “anticipate,” “estimate,” “expect,” “intend,” “plan,” and “project” and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Such statements are based on the Company’s current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Investors are cautioned that there can be no assurance actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various risks and uncertainties. Investors should refer to the risks detailed from time to time in the reports the Company files with the SEC, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, as well as other filings on Form 10-Q and periodic filings on Form 8-K, for additional factors that could cause actual results to differ materially from those stated or implied by such forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law.
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.
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LM Funding America, Inc. |
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By:
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/s/ Richard Russell Richard Russell Chief Financial Officer |
Dated: July 20, 2026
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LM Funding Announces Corporate Name Change to PowerCompute, Inc., Reflecting Strategic Focus on High-Performance Computing and AI Infrastructure and BTC Mining
Rebrand Signals the Company's Transformation as it Leverages its 26 Megawatts of Wholly-Owned, Operational Power Infrastructure for its Next Planned Growth Phase
Common Shares to Trade Under the New Ticker Symbol “PWCM” at the Open of the Market on July 22, 2026
TAMPA, FL - July 20, 2026, LM Funding America, Inc. (NASDAQ: LMFA) (the “Company”), a cryptocurrency mining and technology-based specialty finance company, today announced that it will change its corporate name to PowerCompute Inc., effective July 22, 2026. The new name comes following the Company's strategic transformation and sharpened focus on utilizing its already developed facility assets with 26 megawatts of low-cost power to deliver high-performance computing (“HPC”) and artificial intelligence (“AI”) infrastructure to interested parties and potential customers. This change unifies the Company's identity under a name that reflects this strategic direction.
In connection with the name change, the Company's common stock is expected to trade on the Nasdaq Market under the new ticker symbol “PWCM” beginning at the open of trading on July 22, 2026. No action is required by stockholders in connection with the name change or ticker symbol change, and the Company's CUSIP number will remain unchanged.
Bruce M. Rodgers, Chairman and CEO of the Company, stated, "In a market where power is the constraint, we already have it. PowerCompute enters this space with 26 megawatts of operational infrastructure across two facilities, a Bitcoin treasury that anchors our balance sheet, and a clear line of sight to the customers who need what we've already built.”
About PowerCompute
LM Funding America, Inc., which is being renamed PowerCompute, Inc., is a Bitcoin treasury and mining company expanding into high-performance computing and artificial intelligence infrastructure. Founded in 2008 and headquartered in Tampa, Florida, the Company operates 26 megawatts of wholly-owned power infrastructure across facilities in Oklahoma and Mississippi. The Company also operates a technology-enabled specialty finance business providing funding to nonprofit community associations primarily in the State of Florida. For more information, please visit https://www.power-compute.com.
Forward-Looking Statements
This press release may contain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” and “project” and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Some of these risks and uncertainties are identified in the Company’s most recent Annual Report
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on Form 10-K and its other filings with the SEC, which are available at www.sec.gov. These risks and uncertainties include, without limitation, our ability to successfully enter and operate in the high-performance computing (HPC) and AI infrastructure business, the availability and cost of GPU and related infrastructure equipment, competition in the HPC and AI compute market, our ability to finance our site acquisitions and cryptocurrency mining operations, the risks of operating in the cryptocurrency mining business and our ability to grow that business, the capacity of our Bitcoin mining machines and our related ability to purchase power at reasonable prices, our ability to identify and acquire additional mining sites, our ability to acquire new accounts in our specialty finance business at appropriate prices, changes in governmental regulations that affect our ability to collect sufficient amounts on defaulted consumer receivables, changes in the credit or capital markets, changes in interest rates, and negative press regarding the debt collection industry. The occurrence of any of these risks and uncertainties could have a material adverse effect on our business, financial condition, and results of operations.
Investor and Media Contact
KCSA Strategic Communications
Philip Carlson
pcarlson@kcsa.com
212-896-1233
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