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Big Digital Energy, Inc. filings document the public-company record for the business formerly known as Mawson Infrastructure Group Inc. Recent Form 8-K disclosures cover the company’s Nasdaq-listed common stock, corporate name and trading-symbol status, material agreements for digital-infrastructure capacity, operating and financial results, and Regulation FD updates on strategic initiatives.
The filing record also documents board composition, cooperation agreements, committee assignments, stockholder-rights and preferred-stock mechanics, capital-structure matters, litigation updates, settlement disclosures, and risk-related corporate events. These filings connect the company’s AI, HPC, Bitcoin mining, self-mining, and colocation operations with formal disclosures about governance, liquidity, liabilities, and shareholder rights.
Mawson Infrastructure Group Inc. and a shareholder group led by Endeavor Blockchain, LLC entered into a Cooperation Agreement that reshapes the company’s board and senior leadership. Three directors resigned and seven new directors, including Joshua Kilgore, Cody Smith and Phillip Stanley, were appointed.
Mr. Kilgore became Executive Chairman, Mr. Stanley became Chief Executive Officer and Mr. Smith became Chief Operating Officer, with all changes effective in early April 2026. The reporting persons collectively report beneficial ownership of up to 1,508,000 shares, or 27.5% of Mawson’s common stock, based on 5,486,730 shares outstanding as of March 31, 2026.
The Cooperation Agreement also includes mutual litigation standstill and non-disparagement provisions that apply for three years, signaling a negotiated end to prior disputes between the shareholder group and the company.
Mawson Infrastructure Group Inc. entered a cooperation agreement with The Endeavor Investor Group that reconstitutes its Board of Directors and sets governance terms through April 4, 2029. Under the agreement, the company will appoint five directors to the board: three independent members, Kyle B. Danges, K. Rodger Davis and Lisa R. Hough, and two Endeavor affiliates, Cody Smith and Phillip Stanley.
Effective April 6, 2026, directors Ryan Costello, Steven Soles and Kathryn Yingling Schellenger resigned, and the five new directors joined the board. The company and the Endeavor parties agreed not to initiate or pursue legal proceedings against each other, to release existing claims other than those arising from the cooperation agreement, and to comply with non-disparagement provisions until April 4, 2029. Mawson highlighted its focus on digital infrastructure for AI, high performance computing and Bitcoin mining, with 129 megawatts of capacity online.
Mawson Infrastructure Group Inc. operates digital infrastructure platforms in the U.S., combining Bitcoin self‑mining, AI and high‑performance computing colocation, and an energy management business. Its data centers currently provide approximately 129 megawatts of capacity in the PJM Energy Market, with a focus on carbon‑free power.
The company has one digital colocation customer, is piloting GPU workloads on a decentralized AI network, and routinely sells mined Bitcoin for fiat currency rather than holding it. As of June 30, 2025, non‑affiliate equity market value was about $6.5 million, and 5,486,730 shares were outstanding as of March 31, 2026.
Mawson reports significant risks: a $252.5 million accumulated deficit, negative working capital, debt of $25.2 million, notes in default, and substantial doubt about its ability to continue as a going concern. It highlights dependence on low‑cost power, volatile Bitcoin prices, rising network difficulty and halvings, supply chain and tariff risks for mining hardware, stringent regulation of digital assets and energy use, management turnover, litigation exposure, and the need to raise substantial additional capital.
A group led by Endeavor Blockchain, LLC filed Amendment No. 7 to its Schedule 13D on Mawson Infrastructure Group Inc., reporting beneficial ownership of up to 1,508,000 shares, or 45.6% of the common stock. The reporting persons – Endeavor Blockchain, Joshua Kilgore, Cody Smith, PM Squared, LLC and Phillip Stanley – are acting as a group under a March 16, 2026 Group Agreement with Big Digital Energy LLC.
On March 16, 2026 they filed a consent solicitation on Schedule 14A seeking to remove, without cause, all current directors Ryan Costello, Steven Soles and Kathryn Yingling Schellenger, as well as any new appointees after that date, and to install new directors. In an attached press release, they state they are pursuing this because they believe the board has shown governance and capital allocation shortcomings that have harmed shareholder value.
Endeavor Blockchain and affiliated investors filed a preliminary consent statement to remove the entire Board of Directors of Mawson Infrastructure Group Inc. The filing seeks stockholder consents to replace the Board and reconstitute governance. Endeavor states Mawson's market capitalization fell from $450 million at the end of 2021 to $15 million as of early 2026, and cites repeated equity dilution and strategic missteps. The participants identify collective holdings including Endeavor Blockchain 1,500,000 shares, PM Squared 4,397 shares, and Cody Smith 75,000 shares. The group says it is prepared to serve as an active partner and invest capital, and urges stockholders to review the consent materials.
Endeavor Blockchain and affiliated participants are soliciting written consents to (i) adopt a Bylaw Restoration Proposal and (ii) remove without cause all three directors of Mawson Infrastructure Group Inc. The group reports beneficial ownership of 1,587,397 shares, representing approximately 48.0% of Common Stock based on December 17, 2025 outstanding shares. The Removal Proposal requires the affirmative consent of holders of a majority of outstanding shares; the Bylaw Restoration Proposal requires affirmative consent of holders of 663/3%. Endeavor delivered dated consents on March 16, 2026 and is soliciting additional WHITE consent cards to reach the thresholds and effectuate the proposals under Section 228 of the DGCL.
Mawson Infrastructure Group Inc. outlined progress on its strategy and ongoing review of future options. The company highlighted regaining Nasdaq compliance, settling multiple lawsuits that reduced current liabilities by $19 million, and beginning a strategic pivot toward artificial intelligence and high-performance computing.
The Board formed a Strategic Transactions Committee, supported by independent legal and financial advisors, to evaluate alternatives such as potential M&A transactions, joint ventures, and other opportunities. Interim CEO and General Counsel Kaliste Saloom will present these updates at the Emerging Growth Conference on April 2, 2026 via a public webcast.
Mawson Infrastructure Group Inc. reported preliminary, unaudited results showing a sharp downturn in its latest quarter but improvement for the full year 2025. For the fourth quarter of 2025, revenue is expected to be about $3.2 million, down from $15.1 million a year earlier, with gross profit turning to a loss of roughly $(1.1) million and gross margin falling to (33)%. Preliminary net loss for the quarter is expected to widen to about $15.8 million from $4.5 million.
For full-year 2025, preliminary revenue is expected to be about $39.8 million versus $59.3 million in 2024, but cost of revenues is expected to decline more sharply, supporting an improved gross margin of 44% compared with 34%. The company expects its net loss to narrow to around $23.8 million from $46.3 million, nearly halving the prior-year loss. Mawson also reached confidential settlements with Ionic Digital Mining LLC and a customer in a separate hosting dispute, which together remove a large portion of its potential financial liability going forward.