Item Regulation 7.01 FD Disclosure. On October 20, 2026, Host Digital Inc. (the “Company”), issued a press release regarding the approval of a Stock Buyback Program (as defined below). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.…
Filed Oct 20, 2026Accepted Oct 20, 2026, 4:53 PM EDTCIK 1948864Accession 0001493152-26-047777
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Item 7.01Item 7.01 - Regulation FD Disclosure
Item Regulation
7.01 FD Disclosure.
On
October 20, 2026, Host Digital Inc. (the “Company”), issued a press release regarding the approval of a Stock Buyback Program
(as defined below). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The
information furnished pursuant to this Item 7.01, 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 (the “Exchange Act”), or otherwise subject to the liability
of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in such filing.
Item 8.01Item 8.01 - Other Events
Item Other
8.01 Events.
On
October 19, 2026, the Company’s board of directors approved a stock buyback program (the “Stock Buyback Program”),
which authorizes the repurchase of up to $15 million of shares of the Company’s Class A common stock, par value $0.001 per share
(the “Common Stock”). The Stock Buyback Program commenced on October 19, 2026 and will expire on October 19,
2027, and may be modified, suspended, or discontinued at any time. The Company does not expect to commence repurchases under the program,
or to adopt any Rule 10b5-1 trading plan, until it is in an open trading window.
Purchases
under the Stock Buyback Program may occur using a variety of methods, including but not limited to open market transactions, privately
negotiated transactions, block trades and through Rule 10b5-1 trading plans. This stock buyback authority may be exercised by the officers
of the Company from time to time and in such amounts as market conditions warrant and subject to regulatory considerations. The timing,
method, price, and volume of any share repurchases will be at the Company’s discretion and will depend on a variety of factors
including but not limited to its liquidity and capital requirements, development expenditures, anticipated cash flows, alternative investment
opportunities, restrictions under its financing arrangements, the market price of its Common Stock, and prevailing market conditions.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm
Exhibit
99.1
Host
Digital Authorizes $15 Million Share Buyback Program
Board
believes the current share price does not reflect the value of Host Digital’s contracted AI data center platform
NEW
YORK, NY, Oct. 20, 2026 - Host Digital Inc. (NYSE American: HOST) (“Host Digital” or the “Company”),
a developer, owner, and operator of digital infrastructure for artificial intelligence (“AI”) and high-performance computing
(“HPC”), today announced that its Board of Directors has unanimously authorized a share repurchase program under which the
Company may repurchase up to $15 million of its outstanding common stock for up to one year.
The
authorization reflects the Board’s confidence in Host Digital’s long-term strategy and gives the Company the flexibility
to repurchase shares when it believes the market price does not reflect the value of its business, while continuing to prioritize the
financing and delivery of its contracted data center projects.
Host
Digital’s first project, Site I in northeast Oklahoma, is an energized facility with 55 megawatts (“MW”) of gross power
and 43 MW of critical IT load. The site is leased under a 15-year take-or-pay agreement representing approximate…