If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




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SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 2,600,005 shares of class A common stock ("Class A Shares"), (ii) 14,679,698 shares of Class A Shares issuable upon conversion of 14,679,698 shares of class B common stock ("Class B Shares"), (iii) 432,900,430 Class A Shares issuable upon conversion of 50,000 shares of Series C Convertible Preferred Stock, (iv) 8,311,688 Class A Shares issuable upon conversion of 960 shares of Series G Convertible Preferred Stock, (v) 34,632,035 Class A Shares issuable upon conversion of 4,000 shares of Series H Convertible Preferred Stock and (vi) 639,052 Class A Shares issuable upon exercise of outstanding warrants. Each share of Series C Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $183.58 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion. Each share of Series G Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $6.74 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion. Each share of Series H Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $0.79645 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion. For purposes of this Schedule 13D filing, the calculations for the number of Class A Shares issuable upon conversion of the Series C Preferred Stock, Series G Preferred Stock and Series H Preferred Stock are based upon a conversion price of $0.1155.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Sole voting power represents (i) 1,125,000 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days, (ii) 666,300 Class A Shares and (iii) 1,721 Class A Share issuable upon conversion of 1,721 Class B Shares. (2) Shared voting power represents (i) 2,600,005 Class A Shares held by Ault & Company, Inc. ("Ault & Company"), (ii) 14,679,698 shares of Class A Shares issuable upon conversion of 14,679,698 Class B Shares held by Ault & Company, (iii) 432,900,430 Class A Shares issuable upon conversion of 50,000 shares of Series C Convertible Preferred Stock held by Ault & Company, (iv) 8,311,688 Class A Shares issuable upon conversion of 960 shares of Series G Convertible Preferred Stock held by Ault & Company, (v) 34,632,035 Class A Shares issuable upon conversion of 4,000 shares of Series H Convertible Preferred Stock held by Ault & Company and (vi) 639,052 Class A Shares issuable upon exercise of outstanding warrants held by Ault & Company. Each share of Series C Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $183.58 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion. Each share of Series G Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $6.74 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion. Each share of Series H Convertible Preferred Stock has a stated value of $1,000.00 and is convertible into shares of Class A Common Stock at a conversion price equal to the greater of (i) $0.10 per share and (ii) the lesser of (A) $0.79645 or (B) 105% of the volume weighted average price of the Class A Common Stock during the ten trading days immediately prior to the date of conversion. For purposes of this Schedule 13D filing, the calculations for the number of Class A Shares issuable upon conversion of the Series C Preferred Stock, Series G Preferred Stock and Series H Preferred Stock are based upon a conversion price of $0.1155.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 1,250,000 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days and (ii) one Class A Share issuable upon conversion of one Class B Share.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents (i) 843,750 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days, (ii) two Class A Shares and (iii) one Class A Share issuable upon conversion of one Class B Share.


SCHEDULE 13D




Comment for Type of Reporting Person:
Represents 562,500 Class A Shares issuable upon exercise of stock options that are currently exercisable or exercisable within 60 days.


SCHEDULE 13D


 
Ault & Company, Inc.
 
Signature:/s/ Milton C. Ault, III
Name/Title:Milton C. Ault, III, Chief Executive Officer
Date:05/21/2026
 
AULT MILTON C III
 
Signature:/s/ Milton C. Ault, III
Name/Title:Milton C. Ault, III
Date:05/21/2026
 
HORNE WILLIAM B
 
Signature:/s/ William B. Horne
Name/Title:William B. Horne
Date:05/21/2026
 
NISSER HENRY CARL
 
Signature:/s/ Henry C. Nisser
Name/Title:Henry C. Nisser
Date:05/21/2026
 
CRAGUN KENNETH S
 
Signature:/s/ Kenneth S. Cragun
Name/Title:Kenneth S. Cragun
Date:05/21/2026

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

ex1to13da1412570gpus_052026.htm