v3.26.1
Subsequent Events
6 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued.
As of August 20, 2026, $3.1 million of outstanding principal on the convertible notes were converted into 590,584 shares of the Company's common stock.
On July 14, 2026, the Company’s Second Amended and Restated Articles of Incorporation became effective, pursuant to which the total number of shares of capital stock which the Corporation is authorized to issue was increased to 1,100,000,000, consisting of 1,000,000,000 shares of common stock, no par value, and 100,000,000 shares of preferred stock, no par value.
On July 14, 2026, the Company’s 2026 Equity Incentive Plan (the “2026 Plan”) became effective and replaced the Global Digital Holdings, Inc. 2022 Option Plan, as amended. The 2026 Plan provides for the issuance of up to 4,770,000 shares of common stock (the “Initial Share Pool”). The Initial Share Pool will automatically increase on January 1st of each year from 2027 until 2036 by the lesser of (a) five percent (5%) of the number of shares of common stock outstanding as of the close of business on the immediately preceding December 31st and (b) such number of shares of common stock as determined by the Board of Directors on or prior to such date for such year. The 2026 Plan permits the grant of non-statutory and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units, deferred stock units, performance awards, non-employee director awards, and other stock-based awards to eligible employees, non-employee directors, and consultants of the Company.
On July 16, 2026, the Company completed a direct listing of its outstanding common stock on the Nasdaq Global Market. As a result of the direct listing, the Company has received access to $19,925,104 in previously restricted funds.
On July 22, 2026, the Company entered into an agreement with a third party customer, pursuant to which the Company will provide compute power services. The agreement has a two-year term with aggregate contracted fees of
approximately $32.0 million. Pursuant to the terms of the agreement, the customer is required to make an upfront payment of approximately $6.5 million, with the remaining fees payable over the term of the contract. 
On July 25, 2026, the Company entered into an agreement with a third party customer, pursuant to which the Company will provide compute power services. The agreement has a three-year term with aggregate contracted fees of approximately $71.9 million. Pursuant to the terms of the agreement, the customer is required to make an upfront payment of approximately $14.4 million, with the remaining fees payable over the term of the contract. 
On August 5, 2026, the Company issued warrants to a third party to purchase up to 16,668 shares of common stock. The warrants have an exercise price of $10.80. Half of the warrants vest on September 1, 2026 with the remaining warrants vesting monthly between October 2026 and March 2027.
On August 7, 2026, the Company completed an additional $15.3 million draw under the USD.AI protocol.