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): November 14, 2023
Stronghold Digital Mining, Inc.
(Exact name of registrant as specified in its charter)
Delaware
| 001-40931
| 86-2759890
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
595 Madison Avenue, 28th Floor New York, New York |
| 10022
|
| (Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (845) 579-5992
Not applicable
(Former name or former address, if changed since last report.)
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 Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Class A common stock, par value $0.0001 per share
| SDIG
| 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. ☐
| Item 2.02 | Results of Operations and Financial Condition. |
On November 14, 2023, Stronghold Digital Mining, Inc. (the “Company”) issued a press release announcing the Company’s financial and operating results for the third quarter of 2023 and the Company’s carbon capture initiative. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933 unless specifically identified therein as being incorporated therein by reference.
On November 14, 2023 at 11:00 a.m. Eastern Time, the Company will host its third quarter of 2023 earnings conference call and webcast. Via webcast, the Company will present its third quarter 2023 earnings call presentation (the “Earnings Call Presentation”), which contains a summary of the Company’s financial results for the third quarter of 2023, financial estimates, and certain other financial and operating information, including the Company’s carbon capture initiative, regarding the Company. A copy of the Earnings Call Presentation is filed as Exhibit 99.2 to this report and incorporated into this Item 8.01 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
Exhibit Number | Description |
| Press Release issued by Stronghold Digital Mining, Inc., dated as of November 14, 2023 |
| Third Quarter 2023 Earnings Presentation |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| STRONGHOLD DIGITAL MINING, INC. |
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| By: | /s/ Gregory A. Beard |
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| Name: | Gregory A. Beard |
|
| Title: | Chief Executive Officer and Chairman |
| Date: November 14, 2023 |
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