Exascale Labs Holdings Inc. (XLAB) registered for resale by selling securityholders up to 12,350,000 shares of Class A common stock. The company will receive no proceeds from resale sales, but will receive net proceeds if warrants are exercised for cash; 100,000 of the offered shares are issuable upon warrant exercise at $11.50 per share.
Shares outstanding as of October 29, 2026 were 33,689,050 Class A shares and 30,645,739 Class B shares. The company says the registered resale shares represent a substantial percentage of outstanding Class A shares and that selling all of them could significantly reduce the trading price. Its business includes GPU compute and cluster-management services; modular data center, cooling, power, interconnectivity and energy-storage offerings had not generated revenue as of October 30, 2026.
For the fiscal years ended June 30, 2026 and 2025, the company reported net losses of $12.2 million and $7.7 million, respectively, and an accumulated deficit of $25.4 million as of June 30, 2026. It also identified material weaknesses in internal control over financial reporting.
For Exascale Labs Holdings Inc. (XLAB), Hack Seed Fund II LP reports beneficial ownership of 2,000,000 shares of Class A common stock, held directly by the fund and equal to 5.9% of the class. The same share position is also attributed to Hack Seed Fund II GP LLC, the fund’s general partner, and Alexander Pack, the GP’s sole manager; both share voting and investment authority over the fund’s shares.
The 5.9% figure is based on 33,689,050 shares outstanding as of September 25, 2026. The reporting persons state that they disclaim status as a group.
Exascale Labs Holdings Inc. (XLAB) is reported as having 4,946,413 Class A common shares held directly by ARC Group International Limited, its ten-percent owner, as of October 7, 2026. The same holding is also attributed indirectly to ARC Group Limited and Abraham Cinta, ARC Group’s chief executive officer and a director, who has voting and dispositive power.
The holding includes 1,000,000 shares ARC Group International Limited agreed in June 2026 to sell to Publico Partners Ltd; they remain with the holder pending delivery, and the purchase price has been received. It excludes 40,000 shares underlying private placement warrants held by the SPAC sponsor that have not been transferred.
Exascale Labs Holdings Inc. (XLAB) has a reported beneficial ownership position of 4,946,413 shares of Class A common stock, or 14.7% of the class. The same amount is reported by ARC Group International Limited (AGIL), its parent ARC Group Limited, and Abraham Cinta, ARC Group's chief executive officer and a director. AGIL is the record holder; AGIL and ARC Group report shared voting and dispositive power, while Cinta reports sole voting and dispositive power.
The 14.7% is based on 33,689,050 shares outstanding, as reported by the issuer in its Annual Report on Form 10-K filed September 28, 2026. The beneficial ownership amount includes 1,000,000 shares AGIL agreed in June 2026 to sell to Publico Partners Ltd.; they remain held by AGIL pending delivery. It excludes 40,000 shares underlying private placement warrants exercisable at $11.50 per share, which remain with the SPAC sponsor and have not been transferred to AGIL. The joint filing agreement was signed by Carlos Lopez, a director, and Abraham Cinta, a director.
Exascale Labs Holdings Inc. (XLAB) entered into an agreement on October 9, 2026, to sell and provide Sunon Inc. with 12 NVIDIA HGX B300 GPU servers containing 96 GPUs, network equipment, management servers, deployment services and 36 months of IT operation services. The total contract value is US$8,208,000, exclusive of import duties and taxes.
Sunon is to pay 30% within three days after issuing its purchase order, which is due within five business days after the agreement's effective date; the remaining 70% is due within five business days after Exascale gives written notice that the equipment is ready for shipment. Delivery is subject to receipt of the down payment, chip manufacturer approval, and all export and import authorizations. The equipment is to be delivered to a U.S. data center designated by Sunon.
Exascale Labs Holdings Inc. director David Edward Card received an award of 15,000 restricted stock units on October 6, 2026. Each unit represents a contingent right to receive one share of Class A common stock upon vesting and settlement. The units vest in full on the earlier of the first anniversary of the grant date or the scheduled expiration of his director term at an annual meeting where he is not nominated for re-election, subject to his continued service through the applicable vesting date.
Exascale Labs Holdings Inc. (XLAB) director Shachar Kariv received a grant of 15,000 restricted stock units on October 6, 2026, leaving a reported direct RSU position of 15,000. Each unit represents a contingent right to one Class A common share upon vesting and settlement. The units vest in full on the earlier of the grant's first anniversary or the scheduled expiration of Kariv's director term at an annual meeting where he is not nominated for re-election, subject to continued service through the applicable vesting date.
Exascale Labs Holdings Inc. (XLAB) reported that director Jaeyoung Shin was granted 15,000 restricted stock units on October 6, 2026. The reported position after the grant was 15,000 RSUs. Each RSU is a contingent right to receive one share of Class A common stock upon vesting and settlement. The award was made under the 2026 Omnibus Equity Incentive Plan as an Initial Award under the Non-Employee Director Compensation Policy. The RSUs vest in full on the earlier of the first anniversary of the grant date or the scheduled expiration of Shin’s director term at an annual meeting where he is not nominated for re-election, subject to his continued service through the applicable vesting date.
Exascale Labs Holdings Inc. (XLAB) Chief Executive Officer Hoan Soo Lee received an award of 300,000 restricted stock units on October 6, 2026. Each RSU represents a contingent right to receive one share of Class A common stock upon vesting and settlement. The RSUs vest in three equal installments on August 27, 2027, August 27, 2028 and August 27, 2029, subject to continued employment through each date and the employment agreement’s accelerated vesting provisions. His reported position following the award was 300,000 RSUs.