gree-20260814

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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

August 14, 2026

Date of Report (date of earliest event reported)

Vulcan Infrastructure and Power Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of

incorporation or organization)

001-40808

(Commission File Number)

86-1746728

(I.R.S. Employer Identification Number)

1159 Pittsford-Victor Road, Suite 240

Pittsford, New York 14534

(Address of principal executive offices and zip code)

(315) 536-2359

(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:

☐

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 Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A common stock, par value $.0001

VIP

The Nasdaq Global Select Market

8.50% Senior Notes due 2026

GREEL

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

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 August 14, 2026, Vulcan Infrastructure and Power Inc. (formerly Greenidge Generation Holdings Inc.) (the “Company”) issued a press release announcing financial and operating results for the second quarter ended June 30, 2026. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this report is being furnished pursuant to Item 2.02 of Form 8-K. In accordance with General Instruction B.2. of Form 8-K, the information in this report, including Exhibit 99.1, shall not be deemed “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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as may be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements

This report, including Exhibit 99.1, includes certain statements that may constitute “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. All statements other than statements of historical fact are forward-looking statements for purposes of federal and state securities laws. These forward-looking statements involve uncertainties that could significantly affect Vulcan’s financial or operating results. These forward-looking statements may be identified by terms such as “anticipate,” “believe,” “continue,” “foresee,” “expect,” “intend,” “plan,” “may,” “will,” “would,” “could,” and “should,” and the negative of these terms or other similar expressions. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Forward-looking statements in this report include, among other things, statements regarding the AI/HPC transition, the recently announced $39.4 million strategic investment in the Company, including the proposed timing, steps contemplated and approvals with respect thereto, the intended use of proceeds from the financing, and the business plan, business strategy and operations of Vulcan in the future. In addition, all statements that address operating performance and future performance, events or developments that are expected or anticipated to occur in the future are forward-looking statements. Forward-looking statements are subject to a number of risks, u

EX-99.1

2 exhibit991q4fy2025earnings.htm

EX-99.1

Document

Greenidge Generation Reports Preliminary Financial and Operating Results for the Fourth Quarter and Full Year 2025

Significant Progress in Debt Reduction, Liability Management, and Power Capacity Expansion Supports Transition to AI/HPC Datacenters

Agreement with New York State for Renewal of Title V Air Permit for Dresden Facility Provides Regulatory Clarity

Dresden Facility Positions Greenidge as a Model for Responsible Datacenter and Power Generation Operations

Pittsford, NY – March 5, 2026 – Greenidge Generation Holdings Inc. (Nasdaq: GREE) (“Greenidge” or the “Company”), a vertically integrated power generation company focused on datacenters and infrastructure development, announced preliminary financial and operating results for the fourth quarter and fiscal year ended December 31, 2025 and provided an update on the Company’s growth prospects.

Recent Fourth Quarter 2025 Highlights:

•Secured approval for a total of 100MW of future power for datacenters, including:

•60MW of non-curtailable power at the Dresden facility via grid interconnection, for which the Company is engaging with NYSEG on related facility upgrades and actively exploring options for AI/HPC datacenter development; and

•40MW of non-curtailable power available at a 34-acre greenfield site in Mississippi by Q1 2027, for which the Company is actively exploring options for AI/HPC datacenter development.

•Initiated NYISO system impact study to access additional 200MW of power at the Dresden facility via grid interconnection;

•Successfully closed on the sale of the South Carolina property for $18.0 million in cash and up to $18.0 million in potential future earnouts; and

•Held 74 Bitcoin valued at $6.5 million as of December 31, 2025.

Fourth Quarter 2025 Preliminary Financial Results:

•Total revenue of $11.5 million, a reduction of $3.7 million from Q3 2025;

•Net income of $1.9 to $2.9 million, a reduction of $10.1 to $9.1 million from Q3 2025;

•EBITDA of $4.5 to $5.5 million, a reduction of $10.5 to $9.5 million from Q3 2025;

•Adjusted EBITDA loss of $6.2 to $5.2 million, a reduction of $7.9 to $6.9 million from Q3 2025;

•Net cash flow used for operating activities of $4.6 million, a reduction of $4.7 million from Q3 2025;

•Adjusted Free Cash Flow loss of $2.0 million, a reduction of $6.3 million from Q3 2025;

•Cryptocurrency mining revenue of $2.6 million, a reduction of $1.6 million from Q3 2025;

•Datacenter hosting revenue of $3.3 million, a reduction of $3.0 million from Q3 2025;

•Power and capacity revenue of $5.6 million, an improvement of $0.8 million from Q3 2025; and

•A total of 53 Bitcoins produced, a decrease of 42 from Q3 2025.

Additional 2025 Highlights:

•Reduced outstanding principal amount of senior unsecured debt due October 2026 from $68.5 million as of FY 2024 to $36.7 million through a combination of public tender/exchange offers, privately negotiated exchange agreements and open market repurchases;

•Completed the sale of its 7.5MW Mississippi bitcoin mining facility and lower-efficiency miners for $4.2 million in cash;

•Secured agreement with the New York State Department of Environmental Conservation (“NYSDEC”) which states unequivocally that NYSDEC shall issue a final five-year Title V Air Permit modification and renewal for the Company’s Dresden facility following a public comment period and fulfillment of applicable state regulations, and that the new emissions level incorporated therein are fully consistent with New York’s Climate Leadership Community Protection Act. This will ensure that the Company’s Dresden facility, which provides significant power to the local energy grid each year, will continue to do so while also serving as a model datacenter operation; and

•Completed initial chemical composition testing on coal combustion residuals in C-Pond to support beneficial use demonstration and extend the deadline to initiate closure to October 2027 while seeking regulatory approval to complete similar testing at the Lockwood Landfill during Q2 2026.

Full Year 2025 Preliminary Financial Results:

•Total revenue of $58.8 million, a reduction of $0.8 million from FY 2024;

•Net income of $4.2 to $5.2 million, an improvement of $24.0 to $25.0 million from FY 2024;

•EBITDA of $19.9 to $20.9 million, an improvement of $19.2 to $20.2 million from FY 2024;

•Adjusted EBITDA loss of $3.1 to $2.1 million, a reduction of $8.6 to $7.6 million from FY 2024;

•Net cash flow used for operating activities of $15.0 million, a reduction of $3.0 million from FY 2024;

•Adjusted Free Cash Flow loss of $2.3 million, an improvement of $12.1 million from FY 2024;

•Cryptocurrency mining revenue of $15.2 million, a reduction of $3.8 million from FY 2024;

•Datacenter hosting revenue of $21.5 million, a reduction of $8.4 million from FY 2024;

•Power and capacity revenue of $22.2 million, an improvement of $11.4 million from FY 2024;

•A total of 371 Bitc

EX-99.1

2 exhibit991q4fy2025earnings.htm

EX-99.1

Document

Greenidge Generation Reports Preliminary Financial and Operating Results for the Fourth Quarter and Full Year 2025

Significant Progress in Debt Reduction, Liability Management, and Power Capacity Expansion Supports Transition to AI/HPC Datacenters

Agreement with NYSDEC Provides Regulatory Clarity and Path to Renewal of Five-Year Title V Air Permit for Dresden Facility

Dresden Facility Positions Greenidge as a Model for Responsible Datacenter and Power Generation Operations

Pittsford, NY – March 5, 2026 – Greenidge Generation Holdings Inc. (Nasdaq: GREE) (“Greenidge” or the “Company”), a vertically integrated power generation company focused on datacenters and infrastructure development, announced preliminary financial and operating results for the fourth quarter and fiscal year ended December 31, 2025 and provided an update on the Company’s growth prospects.

Recent Fourth Quarter 2025 Highlights:

•Secured approval for a total of 100MW of future power for datacenters, including:

•60MW of non-curtailable power at the Dresden facility via grid interconnection, for which the Company is engaging with NYSEG on related facility upgrades and actively exploring options for AI/HPC datacenter development; and

•40MW of non-curtailable power available at a 34-acre greenfield site in Mississippi by Q1 2027, for which the Company is actively exploring options for AI/HPC datacenter development.

•Initiated NYISO system impact study to access additional 200MW of power at the Dresden facility via grid interconnection;

•Successfully closed on the sale of the South Carolina property for $18.0 million in cash and up to $18.0 million in potential future earnouts; and

•Held 74 Bitcoin valued at $6.5 million as of December 31, 2025.

Fourth Quarter 2025 Preliminary Financial Results:

•Total revenue of $11.5 million, a reduction of $3.7 million from Q3 2025;

•Net income of $1.9 to $2.9 million, a reduction of $10.1 to $9.1 million from Q3 2025;

•EBITDA of $4.5 to $5.5 million, a reduction of $10.5 to $9.5 million from Q3 2025;

•Adjusted EBITDA loss of $6.2 to $5.2 million, a reduction of $7.9 to $6.9 million from Q3 2025;

•Net cash flow used for operating activities of $4.6 million, a reduction of $4.7 million from Q3 2025;

•Adjusted Free Cash Flow loss of $2.0 million, a reduction of $6.3 million from Q3 2025;

•Cryptocurrency mining revenue of $2.6 million, a reduction of $1.6 million from Q3 2025;

•Datacenter hosting revenue of $3.3 million, a reduction of $3.0 million from Q3 2025;

•Power and capacity revenue of $5.6 million, an improvement of $0.8 million from Q3 2025; and

•A total of 53 Bitcoins produced, a decrease of 42 from Q3 2025.

Additional 2025 Highlights:

•Reduced outstanding principal amount of senior unsecured debt due October 2026 from $68.5 million as of FY 2024 to $36.7 million through a combination of public tender/exchange offers, privately negotiated exchange agreements and open market repurchases;

•Completed the sale of its 7.5MW Mississippi bitcoin mining facility and lower-efficiency miners for $4.2 million in cash;

•Secured agreement with the New York State Department of Environmental Conservation (“NYSDEC”) which states unequivocally that NYSDEC shall issue a final five-year Title V Air Permit modification and renewal for the Company’s Dresden facility following a public comment period and fulfillment of applicable state regulations, and that the new emissions level incorporated therein are fully consistent with New York’s Climate Leadership Community Protection Act. This will ensure that the Company’s Dresden facility, which provides significant power to the local energy grid each year, will continue to do so while also serving as a model datacenter operation; and

•Completed initial chemical composition testing on coal combustion residuals in C-Pond to support beneficial use demonstration and extend the deadline to initiate closure to October 2027 while seeking regulatory approval to complete similar testing at the Lockwood Landfill during Q2 2026.

Full Year 2025 Preliminary Financial Results:

•Total revenue of $58.8 million, a reduction of $0.8 million from FY 2024;

•Net income of $4.2 to $5.2 million, an improvement of $24.0 to $25.0 million from FY 2024;

•EBITDA of $19.9 to $20.9 million, an improvement of $19.2 to $20.2 million from FY 2024;

•Adjusted EBITDA loss of $3.1 to $2.1 million, a reduction of $8.6 to $7.6 million from FY 2024;

•Net cash flow used for operating activities of $15.0 million, a reduction of $3.0 million from FY 2024;

•Adjusted Free Cash Flow loss of $2.3 million, an improvement of $12.1 million from FY 2024;

•Cryptocurrency mining revenue of $15.2 million, a reduction of $3.8 million from FY 2024;

•Datacenter hosting revenue of $21.5 million, a reduction of $8.4 million from FY 2024;

•Power and capacity revenue of $22.2 million, an improvement of $11.4 million from FY 2024;

•A total o