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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 16, 2026
WHITEFIBER, INC.
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
|
001-42780 |
|
61-2222606 |
(State or other jurisdiction of
incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
31 Hudson Yards, Floor 11, Suite 30
New York, NY 10001
(646) 801-0779
(Address, including zip code, and telephone
number, including area code, of registrant’s principal executive offices)
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:
| Title of each class |
|
Trading Symbol |
|
Name of each exchange on which registered |
| Ordinary Shares, par value $0.01 per share |
|
WYFI |
|
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 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
EXPLANATORY NOTE
WhiteFiber, Inc. is filing
this Amendment No. 1 to its Current Report on Form 8-K (this “Amendment”), originally filed with the Securities and Exchange
Commission on August 17, 2026 (the “Original 8-K”), solely to file as an exhibit the Real Estate Purchase and Sale Agreement,
dated as of August 16, 2026, by and between Unifi Manufacturing, Inc., a wholly owned subsidiary of Unifi, Inc. and WhiteFiber, Inc. (the
“Company”), through its wholly owned subsidiary, Enovum Data Centers Corp., a Canadian corporation, that was described under
Item 1.01 of the Original 8-K. This Amendment does not amend or change any of the information previously disclosed in the Original 8-K.
Interested parties should refer to the Original 8-K for Items 1.01 and 7.01 and the Press Release, dated August 17, 2026, attached as
exhibit 99.1 to the Original 8-K.
Item 9.01, Financial Statements and Exhibits.
| (d) | The following exhibits are
being filed herewith: |
| Exhibit No. |
|
Description |
| 10.1+ |
|
Real Estate Purchase and Sale Agreement, dated as of August 16, 2026 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| + | Certain of the schedules to this Exhibit have been omitted in
accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules
to the SEC upon its request. |
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.
| |
WHITEFIBER, INC. |
| |
|
| Date: August 26, 2026 |
By: |
/s/ Sam Tabar |
| |
Name: |
Sam Tabar |
| |
Title: |
Chief Executive Officer |
