Form 8-K

8-K — Hyperscale Data, Inc.

Accession: 0001214659-26-005696

Filed: 2026-05-07

Period: 2026-05-07

CIK: 0000896493

SIC: 3533 (OIL & GAS FILED MACHINERY & EQUIPMENT)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — r562608k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex99_1.htm)

EX-99.2 — EXHIBIT 99.2 (ex99_2.htm)

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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

Washington, D.C.

20549

____________________________________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934

___________________________________________________________________

Date of Report (Date of earliest event reported):

May 7, 2026

HYPERSCALE DATA,

INC.

(Exact name of registrant as specified in its charter)

Delaware

001-12711

94-1721931

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

11411 Southern Highlands Parkway, Suite 190,

Las Vegas, NV 89141

(Address of principal executive offices) (Zip Code)

(949) 444-5464

(Registrant's telephone number, including area

code)

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:

o Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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(s)

Name of each exchange on which registered

Class A Common Stock, $0.001 par value

GPUS

NYSE American

13.00% Series D Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share

GPUS PD

NYSE American

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. o

ITEM 7.01 REGULATION FD DISCLOSURE

Hyperscale Data, Inc. (the “Company”)

announced that its Executive Chairman, Milton C. Ault, will be speaking at Consensus 2026 on May 7, 2026 during a session titled "What

Gets Traded: Silver, RWAs, and the Market Structure for Tokenized Assets on Ault Blockchain." In connection with his appearance,

the Company will use a presentation (the “Corporate Presentation”),

which may contain nonpublic information. A copy of the Corporate Presentation, which is furnished herewith as Exhibit

99.1, is incorporated by reference herein. In addition, On May 7, 2026, the Company issued a press release announcing Mr. Ault’s

appearance at Consensus and his panel presentation referenced above (the “Press Release”). A copy of the Press Release

is furnished herewith as Exhibit 99.2 and is incorporated by reference herein.

In accordance with General Instruction B.2 of

Form 8-K, the information under this item, Exhibit 99.1 and Exhibit 99.2 shall not be deemed filed for purposes

of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any

filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This

report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements

of Regulation FD.

The Securities and Exchange Commission encourages

registrants to disclose forward-looking information so that investors can better understand the future prospects of a registrant and make

informed investment decisions. This Current Report on Form 8-K and exhibits may contain these types of statements, which are “forward-looking

statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and which involve risks, uncertainties and

reflect the Registrant’s judgment as of the date of this Current Report on Form 8-K. Forward-looking statements may relate to, among

other things, operating results and are indicated by words or phrases such as “expects,” “should,” “will,”

and similar words or phrases. These statements are subject to inherent uncertainties and risks that could cause actual results to differ

materially from those anticipated at the date of this Current Report on Form 8-K. Investors are cautioned not to rely unduly on forward-looking

statements when evaluating the information presented within.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits:

Exhibit No.

Description

99.1

Investor Presentation for use on May 7, 2026

99.2

Press Release issued on May 7, 2026.

101

Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).

104

Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

-2-

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.

HYPERSCALE DATA, INC.

Dated: May 7, 2026

/s/ Henry Nisser

Henry Nisser

President and General Counsel

-3-

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex99_1.htm · Sequence: 2

Exhibit 99.1

THE ON - CHAIN MARKET FOR REAL ASSETS What Gets Traded : Silver first, then gold, platinum, and other commodity real - world assets ("RWAs"), and the market structure for tokenized assets. Milton “Todd” Ault III / Founder, Ault Blockchain AULTBLOCKCHAIN.COM

02 / DISCLOSURES FORWARD - LOOKING STATEMENTS & LEGAL DISCLAIMER Important information. FORWARD - LOOKING STATEMENTS

03 / DISCLOSURES FORWARD - LOOKING STATEMENTS & LEGAL DISCLAIMER Important information. FORWARD - LOOKING STATEMENTS NO OFFER OF SECURITIES REGULATORY & ECOSYSTEM

04 / WHY PREVIOUS ATTEMPTS FAILED THE PROBLEM Tokenization has a credibility problem. Tokenization, in this context, refers to issuing a digital token on a blockchain that represents a claim on a physical asset s uch as silver. 01 / Custody Custody NEEDS DEEPER VERIFICATION. On - chain reconciliation exists. Institutional - grade custody, qualified custodians, independent audits, and clear legal recourse are still not yet standard across the market. 02 / Infrastructure Infrastructure Tokenized assets are spread across multiple chains and venues, which fragments price discovery, collateral use, and order - book depth. 03 / Regulation Regulation Many projects still cannot clearly answer what the token is under law, who regulates the issuer, or what happens when something goes wrong. That uncertainty slows institutional adoption. Address one and you still fail. All three need to be addressed together from the start. There can be no assurance that addressing all three at once will lead to the success of this venture. ASSETS SCATTERED, NO VENUE. UNCERTAINTY ACROSS JURISDICTIONS.

05 / THE GAP THE OPPORTUNITY Commodity markets are enormous. Tokenized RWAs remain small by comparison, and tokenized commodities are still early. GLOBAL COMMODITIES DERIVATIVES / MARKET SCALE $157 trillion ~ $30T+ ~ $4T ~ $123T Energy, agriculture, industrial metals, softs make up the bulk $30.24 billion Every tokenized treasury, private - credit fund, real - estate share, and commodity across every chain, combined. AND IT BARELY TRADES Tokenized gold is the largest on - chain commodity segment . Tokenized silver, platinum, and the rest remain small by comparison, with limited on - chain liquidity native to a purpose - built venue and fragmented market structure. MARKET CAP IS NOT A MARKET. THE TOKENS EXIST; THE MARKETS DON'T. SOURCE / STATISTA COMMODITIES MARKET FORECAST (2025 – 2026), WORLD GOLD COUNCIL (MAR. 2026), RWA.XYZ (APR. 28, 2026) TOTAL TOKENIZED RWA MARKET TODAY

06 / ARCHITECTURE ECOSYSTEM One integrated platform. Purpose - built layers. LAYER / ASSETS Ault Affiliates Tokenized commodity warehouse receipts, physically backed, starting with silver. Purpose - built for real - asset issuance. ISSUANCE LAYER / VENUE Ault DEX Spot trading venue (a decentralized exchange, or "DEX," where transactions execute via smart contract rather than a centraliz ed intermediary) with a real order book and contracted professional market makers. Built for price discovery on real assets. TRADING LAYER / CHAIN Ault Blockchain Layer 1 infrastructure, Ethereum Virtual Machine ("EVM") compatible. Protocol governance through the Ault Decentralized Auton omo us Organization ("DAO"). SETTLEMENT OVERSIGHT Ecosystem commercial counterparties sit within the Hyperscale Data (NYSE: GPUS) corporate family / public - company reporting and accountability at the business layer. INTEGRATED · OPEN ARCHITECTURE Chain governance via the Ault DAO

07 / FIRST ASSET TOKENIZED WAREHOUSE RECEIPTS Silver, first. Not a synthetic. Not a derivative. 47 ATOMIC NO. Ag Argentum 107.868 U · GROUP 11 ~10,000 oz CURRENT PHYSICAL RESERVE 01 Physical silver Institutional - grade silver bars, approximately 10,000 ounces acquired by the issuer to date, representing the initial physical r eserve. 02 Held in qualified custody The issuer expects to enter into custody arrangements with one or more institutional - grade qualified custodians. No definitive c ustody agreement has been executed as of the date of this presentation. 03 Tokenized warehouse receipt / Ag Subject to executed custody arrangements and applicable regulatory requirements, each token is intended to represent a claim on a specific quantity of physical silver and to be redeemable for physical delivery, subject to issuer terms. 04 Trade · Collateralize · Yield Following platform launch and subject to applicable law, tokens are expected to trade spot on the Ault DEX (decentralized exc han ge), serve as collateral within the lending protocol, and be deployable into ecosystem vaults. WHAT EXISTS TODAY VS WHAT THIS ENABLES TODAY Price - tracking tokens on general - purpose chains. No native venue. No order book depth. No collateral utility. AULT MODEL Warehouse receipts on a purpose - built chain. Native DEX, lending, vaults, cross - margin. Physical redemption as infrastructure.

08 / BMAX PAYMENT TOKEN A payment token issued on the Ault Blockchain. Designed to enable holders to spend the value of their crypto. WHAT BMAX IS Payment token issued by Granit Trust Services SA, trustee of the Bitcoin Max Trust. Indirect asset exposure to Bitcoin. Advisory governance vote within the Ault Blockchain Association. Initial sales limited to institutional investors and market makers that complete KYC/AML verification. WHAT BMAX IS NOT Not an investment contract or security. Not a deposit. Not an investment token under Swiss law. No guarantee of liquidity or market value. ISSUER Granit Trust Services SA Trustee of the Bitcoin Max Trust CLASSIFICATION Utility + hybrid payment token Under Swiss law WHAT IT IS NOT Not a security. Not a deposit. Not an investment token under Swiss law BMAX is offered solely as a payment token for institutional investors during the initial phase. BMAX is not an investment con tra ct or security. Liquidity, and market value, if any, are uncertain and may never develop. Digital assets are highly volatile and ri sky .

09 / PLATFORM MECHANICS VERTICAL INTEGRATION / IN PRACTICE Why a single integrated platform matters. COLLATERAL → Lending Borrow against tokenized commodity collateral. Silver becomes productive capital, not a static position. LIQUIDITY → Vaults Strategies built around tokenized commodity flows. Protocol liquidity that compounds inside the ecosystem. SINGLE ORDER BOOK Ault DEX SPOT PERPETUALS* BID / AG 31.840 1,240 31.825 820 31.810 415 ASK / AG 31.855 1,180 31.870 640 31.890 310 CROSS - MARGINED · ONE ACCOUNT · ONE VENUE ← DEPTH Spot + perpetuals Spot and perpetuals on one book. Hedgers, market makers, and directional traders all see the same liquidity. ← CAPITAL Cross - margin One margin account across spot and derivatives. Capital efficiency that cannot be stitched together across five separate protocols. Cross - chain decentralized finance (“DeFi”) introduces bridge risk at every step / smart - contract exploits, liquidity fragmentation, settlement delays. Five separate protocols across five chains can't share a balance sheet. One integrated platform on one chain is intended to eliminate bridge risk for assets natively issued on the Ault Blockchain. aultblockchain . com *PERPS / NON - US INITIALLY EXPLORING CFTC PATHWAYS (PENDING LEGAL REVIEW)

10 / PIPELINE WHAT COMES NEXT One framework. Every commodity. Ag Silver 47 · Argentum ~$4T annual traded volume 01 / FIRST → Au Gold 79 · Aurum ~$30T annual traded volume 02 / NEXT → Pt Platinum 78 · Platinum $950B+ annual traded volume 03 / FOLLOWING · · · SAME FRAMEWORK / EVERY ASSET Tokenized warehouse receipts · Physical custody · Plugs into Ault DEX, lending & vaults ~ $35T Combined annual trading volume across three metals. One platform. Every asset that plugs in deepens books, adds collateral types, expands vault strategies / compounding liquidity on shared infrastructure.

11 / WHY NOW CONVERGENCE The window of opportunity is open. FORCE 01 / REGULATION Clarity is converging globally. Workable frameworks across jurisdictions for the first time. FINMA (Swiss Financial Market Supervisory Authority); MiCA (Markets in Crypto - Assets Regulation, EU); VARA (Virtual Assets Regulatory Authority, Dubai). FINMA / CH Wyoming DAO MiCA / EU VARA / UAE FORCE 02 / DEMAND Institutional appetite at all - time highs. Allocators want on - chain commodity exposure with custody, reporting, and settlement they recognize. Funds Allocators Family offices Corporates FORCE 03 / INFRASTRUCTURE Public - company counterparty. Earned token. NYSE - listed (GPUS) accountability behind ecosystem commercial counterparties. AULT distributed through emissions only (no Initial Coin Offering, or "ICO"). NYSE: GPUS Emissions only No ICO CATEGORY POSITION Tokenized treasuries and private credit have their platforms. Physical commodities do not. Different asset class, different infrastructure, different thesis / that is the gap we are filling. Three forces converging. The platform that gets tokenized commodities right first owns the category. → NOW

12 / THE ASK THE ASK Come build with us. 01 / CAPITAL Institutional partners. Allocators Funds Family offices 02 / SUPPLY The commodity industry. Miners Refiners Custodians & traders 03 / BUILD Ecosystem builders. Protocol teams DeFi developers Infrastructure providers FIND US ONLINE TG t.me/aultblockchain DC discord.gg/aultblockchain X @ AultBlockchain IG @aultblockchain Scan for all links · questions, introductions, collaboration FIND US AT CONSENSUS INFO@AULTBLOCKCHAIN.COM

→ AULTBLOCKCHAIN.COM → @AULTBLOCKCHAIN

EX-99.2 — EXHIBIT 99.2

EX-99.2

Filename: ex99_2.htm · Sequence: 3

Exhibit 99.2

Hyperscale Data Executive Chairman Milton “Todd”

Ault III to Speak at Consensus 2026 about Ault Blockchain and Tokenized Commodities

LAS VEGAS--(PR NEWSWIRE) – May 7, 2026 –

Hyperscale Data, Inc. (NYSE American: GPUS), an artificial intelligence (“AI”)

data center company anchored by Bitcoin (“Hyperscale Data” or the “Company”), today announced that

its Executive Chairman Milton “Todd” Ault III will be speaking today at Consensus 2026 in Miami.

Mr. Ault is scheduled to participate in the DeFi &

Trading Track session titled “What Gets Traded: Silver, RWAs, and the Market Structure for Tokenized Commodities.”

The session is expected to focus on the Ault Blockchain ecosystem, the tokenization of silver and other real-world assets (“RWAs”),

BMAX (Bitcoin Max), and the regulatory and market structure considerations surrounding tokenized commodity markets.

Topics are expected to include:

· The long-term vision for the Ault Blockchain and $AULT ecosystem;

· Tokenization of commodities, including precious metals;

· BMAX, a blockchain-based payment token intended to facilitate utility and transactional activity within

the Ault Blockchain ecosystem for institutional participants;

· Market structure and liquidity considerations for tokenized real-world assets on the Ault Blockchain;

· Institutional and ecosystem partnership opportunities; and

· The convergence of AI, blockchain, financial services and related matters.

Any digital asset initiatives discussed remain subject

to legal, regulatory and market considerations.

“We believe blockchain infrastructure and tokenization

have the potential to reshape aspects of financial markets and broaden access to real-world assets over the coming decade,” said

Milton “Todd” Ault III. “Consensus provides an important opportunity to discuss how the Ault Blockchain ecosystem is

being developed to support tokenized commodities, digital assets and next-generation financial infrastructure.”

The presentation materials referenced during Mr. Ault’s

appearance will be furnished to the public through the filing of a Current Report on Form 8-K with the U.S. Securities and Exchange Commission

and made available through the SEC’s EDGAR database at sec.gov, as well as on the Company’s investor relations website.

For more information on Hyperscale Data and its subsidiaries,

Hyperscale Data recommends that stockholders, investors and any other interested parties read Hyperscale Data’s public filings and

press releases available under the Investor Relations section at hyperscaledata.com or available at www.sec.gov.

About Hyperscale Data,

Inc.

Through its wholly owned

subsidiary Sentinum, Inc., Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and

hosting services for the emerging AI ecosystems and other industries. Hyperscale Data’s other wholly owned subsidiary, Ault Capital

Group, Inc. (“ACG”), is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive

technologies with a global impact.

Hyperscale Data currently

expects the divestiture of ACG (the “Divestiture”) to occur in the second quarter of 2027. Upon the occurrence of the

Divestiture, the Company would be an owner and operator of data centers to support high-performance computing services, as well as a holder

of the digital assets. Until the Divestiture occurs, the Company will continue to provide, through ACG and its wholly and majority-owned

subsidiaries and strategic investments, mission-critical products that support a diverse range of industries, including an AI software

platform, equipment rental services, defense/aerospace, industrial, automotive and hotel operations. In addition, ACG is actively engaged

in private credit and structured finance through Ault Lending, LLC, a licensed lending subsidiary. Hyperscale Data’s headquarters

are located at 11411 Southern Highlands Parkway, Suite 190, Las Vegas, NV 89141.

On December 23, 2024, the

Company issued one million (1,000,000) shares of a newly designated Series F Exchangeable Preferred Stock (the “Series F Preferred

Stock”) to all common stockholders and holders of the Series C Preferred Stock on an as-converted basis. The Divestiture will

occur through the voluntary exchange of the Series F Preferred Stock for shares of Class A Common Stock and Class B Common Stock of ACG

(collectively, the “ACG Shares”). The Company reminds its stockholders that only those holders of the Series F Preferred

Stock who agree to surrender such shares, and do not properly withdraw such surrender, in the exchange offer through which the Divestiture

will occur, will be entitled to receive the ACG Shares and consequently be shareholders of ACG upon the occurrence of the Divestiture.

Forward-Looking Statements

This press release contains

“forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E

of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally include statements that are predictive

in nature and depend upon or refer to future events or conditions, and include words such as “believes,” “plans,”

“anticipates,” “projects,” “estimates,” “expects,” “intends,” “strategy,”

“future,” “opportunity,” “may,” “will,” “should,” “could,” “potential,”

or similar expressions. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based

on current beliefs and assumptions that are subject to risks and uncertainties.

Forward-looking statements speak only as

of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future

events. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors. More

information, including potential risk factors, that could affect the Company’s business and financial results are included in the

Company’s filings with the U.S. Securities and Exchange Commission, including, but not limited to, the Company’s Forms 10-K,

10-Q and 8-K. All filings are available at www.sec.gov and on the Company’s website at hyperscaledata.com.

Hyperscale Data Investor Contact:

IR@hyperscaledata.com or 1-888-753-2235

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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