---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-26-066829"
form_type: "8-K"
ticker: "BGDE"
cik: "0001218683"
company_name: "Big Digital Energy, Inc."
filed_at: "2026-06-09T20:35:27+00:00"
generated_at: "2026-06-09T20:36:22.769551+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Big Digital Energy terminates stockholder rights agreement; BE Global project dead

## Summary
- Rights agreement expiration accelerated from Feb 1, 2027 to June 8, 2026; amendment executed June 5, 2026.
- Board concluded rights agreement no longer needed to protect stockholder value; committed to transparency.
- Certificate of Amendment to Certificate of Incorporation filed June 8, 2026 in connection with termination.
- Project with BE Global Development for AI/HPC colocation services is no longer active; no revenue received.
- No expected future revenue from the BE Global agreement; project considered terminated.

## SEC filing metadata
- accession: 0001213900-26-066829
- form_type: 8-K
- ticker: BGDE
- cik: 0001218683
- company_name: Big Digital Energy, Inc.
- filed_at: 2026-06-09T20:35:27+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 3.03, 5.03, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1218683/000121390026066829/0001213900-26-066829-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1218683/000121390026066829/ea0294099-8k_big.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-26-066829
- JSON: https://secwatch.observer/filing/0001213900-26-066829.json
- Plain text: https://secwatch.observer/filing/0001213900-26-066829.txt

## Key facts
- Equity Issuances
  Big Digital Energy, Inc. issued securities.
  source text: The Amendment accelerates the expiration date of the Rights Agreement to the earlier of June 8, 2026, and the Redemption Date (as defined in the Rights Agreement).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1218683/000121390026066829/0001213900-26-066829-index.htm
- Governance Changes
  Big Digital Energy, Inc.: Filed Certificate of Amendment to the Certificate of Incorporation with the Secretary of State of Delaware (effective 2026-06-08).
  - Change: charter amendment
  - Effective: 2026-06-08
  source text: The Company has filed a Certificate of Amendment to the Certificate of Incorporation of the Company (the "Certificate of Amendment"). The Certificate of Amendment was filed with the Secretary of State of Delaware on June 8, 2026.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1218683/000121390026066829/0001213900-26-066829-index.htm
- Material Agreements
  Big Digital Energy, Inc. amended Rights Agreement with Computershare Trust Company, N.A. (effective 2026-06-05).
  - Action: amendment
  - Counterparty: Computershare Trust Company, N.A.
  - Effective: 2026-06-05
  source text: On June 5, 2026, Big Digital Energy, Inc. (the “Company”) and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), executed Amendment No. 1 (the “Amendment”) to the Rights Agreement, dated as of February 2, 2026, by and between the Company and the Rights Agent (as amended, the “Rights Agreement”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1218683/000121390026066829/0001213900-26-066829-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.