secwatch / observer

Big Digital Energy, Inc. — fact timeline

Source-grounded facts extracted from Big Digital Energy, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

BGDE Big Digital Energy, Inc. JSON
Equity Issuances

Big Digital Energy, Inc. issued securities.

“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).”
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).

“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.”
Material Agreements

Big Digital Energy, Inc. amended Rights Agreement with Computershare Trust Company, N.A. (effective 2026-06-05).

“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”).”
Debt Financings

Big Digital Energy, Inc. incurred revolving credit of $40,000,000 with Endeavor Blockchain, LLC at 12% per annum maturing upon demand.

“the aggregate principal sum of all revolving loans advanced from time to time by the Noteholder to the Borrower not to exceed forty million dollars ($40,000,000)”
Material Agreements

Big Digital Energy, Inc. entered into Joint Mining Agreement with Big Digital Energy, LLC valued at Profit-sharing colocation agreement for 25,000 mining computers and 75MW capacity with 50/50 profit (effective 2026-04-27).

“On April 27, 2026, Big Digital Energy, Inc. (“Big Digital” or the “Company”), formerly known as Mawson Infrastructure Group Inc., entered into a Joint Mining Agreement with Big Digital Energy, LLC (“BDE”), (the “Colocation Agreement” or “Agreement”).”
Governance Changes

Big Digital Energy, Inc.: Changed the company name from Mawson Infrastructure Group Inc. to Big Digital Energy, Inc. via a Certificate of Amendment to the Certificate of Incorporation (effective 2026-04-24).

“Change in Company Name On April 20, 2026, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Certificate of Incorporation, as amended (the “Charter”), to change the Company’s name from “Mawson Infrastructure Group Inc.” to “Big Digital Energy, Inc.” (the “Name Change”). The Certificate of Amendment will become effective on April 24, 2026, and the only change to the Company’s prior Charter was to change the Company’s name.”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq delisting notice notice regarding stockholders equity (rules 5550(b)).

“April 17, 2026, Mawson Infrastructure Group Inc. (the “Company”) received written notice from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that, based on the Company’s rep”
Material Agreements

Big Digital Energy, Inc. entered into Cooperation Agreement with Endeavor Blockchain, LLC, Big Digital Energy LLC, PM Squared, LLC (DBA PM Squared Financial), Joshua Kilgore, Cody Smith, Phillip Stanley valued at Board appointments, litigation-related provisions including non-suit, release of claims, non-dispara (effective 2026-04-06).

“On April 4, 2026, Mawson Infrastructure Group Inc. (the “ Company ”) entered into a Cooperation Agreement (the “ Cooperation Agreement ”) by and among Endeavor Blockchain, LLC, an Arkansas limited liability company, Big Digital Energy LLC, a Texas limited liability company, PM Squared, LLC (DBA PM Squared Financial), a Texas limited liability company, Joshua Kilgore, Cody Smith and Phillip Stanley (each, an “ Endeavor Party ,” and together, the “ Endeavor Parties ”).”
Equity Issuances

Big Digital Energy, Inc. issued securities.

“MAWSON INFRASTRUCTURE GROUP Inc. (“Mawson” or the “Company”) (Nasdaq: MIGI) today announced that its Board of Directors (the “Board”) unanimously adopted a limited-duration stockholder rights agreement (the “Rights Agreement”) to protect the best interests of Mawson stockholders.”
Governance Changes

Big Digital Energy, Inc.: Filed a Certificate of Designation for Series C Junior Participating Preferred Stock (effective 2026-02-02).

“on February 1, 2026, the Board approved a Certificate of Designation of Rights, Preferences and Privileges of Series C Junior Participating Preferred Stock (the “ Certificate of Designation ”), setting forth the rights, powers and preferences of the Preferred Stock and designating 10,000 shares of Preferred Stock. The Certificate of Designation was filed with the Secretary of State of the State of Delaware on February 2, 2026.”
Governance Changes

Big Digital Energy, Inc.: Charter amendment to effect a 1-for-20 reverse stock split of common stock (effective 2025-11-20).

“On November 19, 2025, Mawson Infrastructure Group Inc. (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Charter Amendment”) to the Company’s Certificate of Incorporation (as amended through immediately prior to the Effective Time (as defined below), the “Certificate of Incorporation”) to effect a 1-for-20 reverse stock split (the “Reverse Stock Split”) of the outstanding shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”). Pursuant to the Charter Amendment, the Reverse Stock Split became effective as of 5:00 p.m. Eastern time on November 20, 2025 (the “Effective Time”).”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“August 6, 2025, the Company received written notice from the Staff notifying the Company that it had not regained compliance with the Bid Price Rule by the Compliance Date (the “Bid Price Deficiency”) and that the Nasdaq Hearings Panel (the “Panel”) will consider the Bid Price Deficiency in rendering a determination regarding the Company’s continued listing on The Nasdaq Capital Market. At its hearing before the Panel, the Company will request an extension to regain compliance with the Bid Price Rule. There can be no assurance that the Company will be able to regain compliance with the Bid Pri”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2), 5810(c)(3)(C)).

“January 24, 2025, Mawson Infrastructure Group Inc. (the “Company”) received written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that for the 33 consecutive business days preceding the date of the Notice, the Company’s Market Value of Listed Securities (“MVLS”) was less than the $35.0 million minimum required for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(2) (the “MVLS Rule”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Staff provided the Company”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq delisting notice notice regarding market value (rules 5550(b)(2)).

“July 24, 2025, the Company received written notice (the “Delisting Notice”) from the Staff indicating that based upon the Company’s continued non-compliance with the MVLS Rule on the Compliance Date, the Company’s securities were subject to delisting unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”). The Company plans to timely request a hearing before the Panel, which request will stay any further suspension or delisting action by the Staff at least pending the hearing before the Panel. At the hearing, the Company will request an extension to regain c”

Kaliste Saloom was appointed as Interim Chief Executive Officer at Big Digital Energy, Inc..

“appointed Mr. Kaliste Saloom to serve as Interim Chief Executive Officer of the Company, effective as of June 3, 2025.”

Rahul Mewawalla departed as Chief Executive Officer and President at Big Digital Energy, Inc..

“On June 2, 2025, the Board determined to place Mr. Mewawalla on administrative leave from his position as Chief Executive Officer and President of the Company, effective immediately”

Steven Soles was appointed as Director at Big Digital Energy, Inc..

“On April 3, 2025, the Board appointed Mr. Steven Soles to serve as a member of the Board, effective as of April 4, 2025, to fill the vacancy on the Board resulting from the resignation of Mr. Hughes.”

Michael Hughes resigned as Director at Big Digital Energy, Inc..

“On April 3, 2025, Mr. Michael Hughes resigned as a member of the Board of Directors (the “Board”) of Mawson Infrastructure Group Inc. (the “Company”) effective as of April 3, 2025.”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5810(c)(3)(H)).

“gain compliance with the Bid Price Rule, the bid price for the Company’s common stock must meet or exceed $1.00 per share minimum of ten consecutive business days during the Compliance Period (unless the Staff exercises its discretion to extend such ten business day period under Nasdaq Listing Rule 5810(c)(3)(H)). If the Company does not regain compliance by August 5, 2025, the Company may be eligible for an additional 180-day period to regain compliance. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other in”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“February 6, 2025, Mawson Infrastructure Group Inc. (the “Company”) received written notice (the “Bid Price Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notif”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2), 5810(c)(3)(C)).

“January 24, 2025, Mawson Infrastructure Group Inc. (the “Company”) received written notice (the “MVLS Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that for the last 33 consecutive business days prior to the date of the MVLS Notice, the Company’s Market Value of Listed Securities (“MVLS”) was less than the $35.0 million minimum required for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(b)(2) (the “MVLS Rule”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the St”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).

“January 24, 2025, Mawson Infrastructure Group Inc. (the “Company”) received written notice (the “MVLS Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying”

Sandy Harrison departed as Senior Advisor at Big Digital Energy, Inc..

“Mr. William “Sandy” Harrison will be departing as the Company’s Chief Financial Officer to spend more time with his family.”

William C. Regan was appointed as Chief Financial Officer at Big Digital Energy, Inc..

“On January 17, 2025, Mawson Infrastructure Group Inc. (“the Company”), announced that it has appointed William C. Regan as the Company’s Chief Financial Officer, effective January 17, 2025.”

Craig Hibbard resigned as Chief Development Officer at Big Digital Energy, Inc..

“Mawson Infrastructure Group Inc. (the “Company”) announces the departure of Mr. Craig Hibbard as the Company’s Chief Development Officer given personal reasons.”

Kaliste Saloom was appointed as General Counsel and Corporate Secretary at Big Digital Energy, Inc..

“On June 28, 2024, Mawson Infrastructure Group Inc. (“the Company”) appointed Kaliste Saloom, currently the Corporate Secretary and acting General Counsel of the Company, to serve as General Counsel and Corporate Secretary of the Company, effective immediately.”
Earnings Releases

Big Digital Energy, Inc. reported first quarter of fiscal year 2024 ended March 31, 2024 results: revenue $18.77 million.

“Q1 2024 revenue increased 145% Y/Y and 34% Q/Q to $18.77 million.”
Debt Financings

Big Digital Energy, Inc. reported a default on loan of $20 million with a principal balance of $8 million with Celsius Mining LLC at from 12% to 14% per annum maturing expired in 2023.

“A subsidiary of the Company, Luna Squares LLC ("Luna"), a Delaware Limited Liability Company, had a Secured Promissory Note with Celsius Mining LLC ("Celsius") of $20 million with a principal balance of $8 million as of December 31, 2023 (the "Celsius Promissory Note). The Celsius Promissory Note expired in 2023, and the parties did not extend the maturity date with principal and interest balance remaining unpaid. On August 23, 2023, Celsius claims that the maturing of the Celsius Promissory Note on August 23, 2023 may have triggered an event of default which could have the effect of increasing interest from 12% to 14% per annum.”
Debt Financings

Big Digital Energy, Inc. reported a default on loan of principal balance of AUD$12.07 million (USD$8.22 million) with Marshall Investments MIG Pty Ltd at from 12% to 17% per annum maturing expired in 2024.

“An Australian subsidiary of the Company, MIG No.1 Pty Ltd, had a secured loan facility with Marshall Investments MIG Pty Ltd as trustee for the Marshall Investments MIG Trust with a total loan facility of AUD$20 million (USD$13.62 million), with a principal balance of AUD$12.07 million (USD$8.22 million) as of December 31, 2023. This loan facility expired in 2024, and the parties did not extend the maturity date with a principal and interest balance remaining unpaid. Marshall claims an event of default occurred on April 30, 2022, which could have the effect of increasing interest from 12% to 17% per annum and other potential charges.”
Debt Financings

Big Digital Energy, Inc. reported a default on loan of claimed outstanding principal balance of AUD$1.45 million (USD$0.99 million) with W Capital Advisors Pty Ltd at default interest of AUD$298,926 (USD$197,291) among other claims maturing expired in 2023.

“An Australian subsidiary of the Company, Mawson Infrastructure Group Pty Ltd., had a Secured Loan Facility Agreement for working capital with W Capital Advisors Pty Ltd with a total loan facility of AUD$8 million (USD$5.2 million). The current claimed outstanding principal balance as of December 31, 2023 ("Working Capital Loan") is of AUD$1.45 million (USD$0.99 million). This loan facility expired in 2023, and the parties did not extend the maturity date with a principal balance remaining unpaid, with W Capital Advisors Pty Ltd claiming default interest of AUD$298,926 (USD$197,291) among other claims.”
Debt Financings

Big Digital Energy, Inc. reported a default on convertible notes of principal amount of $0.50 million with W Capital Advisors Pty Ltd at from 20% to 25% per annum maturing not specified.

“The Company issued a convertible note (the "Convertible Note") to W Capital Advisors Pty Ltd for $0.50 million on July 8, 2022. W Capital claims an event of default under the Convertible Note on November 16, 2022, which could have the effect of increasing interest due under the Convertible Note from 20% to 25% per annum.”
Material Agreements

Big Digital Energy, Inc. amended Customer Service Addendum with Consensus Technology Group LLC (effective 2024-03-25).

“On March 25, 2024, Mawson Infrastructure Group, Inc (“Mawson” or “the Company”) signed a customer service addendum to its previous Customer Service Framework Agreement (“Customer Agreement”) with Consensus Technology Group LLC (“Consensus”) that expanded its co-location services business by approximately an additional 5,880 miners or approximately an additional 20 MW.”
Material Agreements

Big Digital Energy, Inc. entered into Service Framework Agreement with Consensus Colocation PA LLC (effective 2023-10-12).

“On October 12, 2023, a wholly-owned subsidiary of Mawson Infrastructure Group Inc. (the “Company”), Mawson Hosting, LLC (the “Service Provider”), and a wholly-owned subsidiary of Consensus Technology Group LLC, Consensus Colocation PA LLC (the “Customer”), executed a Service Framework Agreement for the provision of certain co-location services (the “Agreement”).”
Material Agreements

Big Digital Energy, Inc. entered into Service Framework Agreement with Consensus Colocation PA LLC valued at Provision of co-location services for approximately 50MW at Midland PA site for 12 months, with cash (effective 2023-10-12).

“On October 12, 2023, a wholly-owned subsidiary of Mawson Infrastructure Group Inc. (the “Company”), Mawson Hosting, LLC (the “Service Provider”), and a wholly-owned subsidiary of Consensus Technology Group LLC, Consensus Colocation PA LLC (the “Customer”), executed a Service Framework Agreement for the provision of certain co-location services (the “Agreement”).”
Listing & Compliance Notices

Big Digital Energy, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“October 4, 2023, Mawson Infrastructure Group Inc. (the “Company”) received written notice (“The Bid Price Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). In accordance with Nasdaq Listing Rule 5810-2(c)(3)(A), the Company has a period of 180 calendar days, or until April 1, 2024, to regain compliance with the Bid Price Rule. To regain compliance, the closing bid price of the”

Ryan Costello was appointed as Member of the Board of Directors at Big Digital Energy, Inc..

“On September 28, 2023 the Board of Directors (“the Board ”) of Mawson Infrastructure Group Inc. (“the Company ”) announced Mr. Ryan Costello, former United States Congressman from Pennsylvania, to serve as member of the Board of Directors effective October 2, 2023.”

James Edward Manning resigned as Director at Big Digital Energy, Inc..

“On August 22, 2023, Mr. James Edward Manning resigned as a director of Mawson Infrastructure Group Inc. (“the Company”).”

Ariel Sivikofsky departed as Chief Financial Officer at Big Digital Energy, Inc..

“Mr. Ariel Sivikofsky provided CFO services to the Company and no longer provides CFO services following the appointment of Mr. Harrison as CFO.”

Liam Wilson resigned as Chief Operating Officer at Big Digital Energy, Inc..

“the Company announces the departure of Mr. Liam Wilson as the Company’s Chief Operating Officer effective July 14, 2023 given personal reasons.”

William 'Sandy' Harrison was appointed as Chief Financial Officer at Big Digital Energy, Inc..

“the Company has appointed Mr. William ‘Sandy’ Harrison, 57, as its new chief financial officer (“CFO”), effective July 14, 2023.”

James Manning departed as Chief Executive Officer at Big Digital Energy, Inc..

“Mr. James Manning will step down as Chief Executive Officer of the Company, effective May 22, 2023.”

Rahul Mewawalla was appointed as Chief Executive Officer and President at Big Digital Energy, Inc..

“On May 22, 2023 the Board of Directors (“the Board ”) of Mawson Infrastructure Group Inc. (“the Company ”) appointed Rahul Mewawalla, 44, to serve as Chief Executive Officer and President of the Company, effective immediately.”
Shareholder Votes

Big Digital Energy, Inc. shareholders approved Approval of amendments to the Company's 2021 Equity Incentive Plan at the 2023-05-17 meeting.

“The approval of the amendments to the Company’s 2021 Equity Incentive Plan: For Against Abstain Broker Non-Votes 4,618,824 1,098,766 99,853 2,894,891”
Shareholder Votes

Big Digital Energy, Inc. shareholders approved Ratification of the appointment of Wolf & Company PC as the independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-17 meeting.

“The ratification of the appointment of Wolf & Company PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023: For Against Abstain Broker Non-Votes 8,039,706 672,367 261 0”
Shareholder Votes

Big Digital Energy, Inc. shareholders approved Election of four nominees to serve on the board of directors until the 2024 annual meeting at the 2023-05-17 meeting.

“The final voting results were as follows: (A) Election of four (4) members of the Board: Nominee For Against Abstain Broker Non-Votes Greg Martin 5,134,783 672,919 9,741 2,894,891 Michael Hughes 4,984,863 822,839 9,741 2,894,891 James Manning 5,144,247 672,944 252 2,894,891 Rahul Mewawalla 5,134,841 672,981 9,621 2,894,891”
Material Agreements

Big Digital Energy, Inc. entered into Securities Purchase Agreement with institutional investors valued at $5,000,000 (effective 2023-05-03).

“On May 3, 2023, Mawson Infrastructure Group Inc. (“we,” “us,” the “Company” or “Mawson”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with institutional investors providing for the issuance and sale by the Company of an aggregate of 2,083,336 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”) (or pre-funded warrants (the “Pre-Funded Warrants”) in lieu thereof) in a registered direct offering (the “Registered Offering”), and (iii) a concurrent private placement (the “Private Placement” and, together with the Registered Offering, the “Offering”) of warrants (the “Common Warrants”) to purchase up to 2,604,170 shares of Common Stock (the “Common Warrant Shares” and together with the Shares, the Pre-Funded Warrants, the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants and the Common Warrants, the “Securities”).”
Auditor Changes

Big Digital Energy, Inc. engaged Wolf & Company PC as its auditor.

“the Company engaged Wolf & Company PC ("Wolf & Co") as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023”
Earnings Releases

Big Digital Energy, Inc. reported full year ended December 31, 2022 results: revenue $84.3 million.

“Full Year 2022 Financial and Business Highlights ● Record revenue of $84.3 million compared to $43.8 million in 2021, up 92%”
Earnings Releases

Big Digital Energy, Inc. reported fourth quarter ended December 31, 2022 results: revenue $16.8 million.

“Q4 2022 Financial and Business Highlights ● Revenue of $16.8 million”
Governance Changes

Big Digital Energy, Inc.: Filed a certificate of amendment to effect a 1-for-6 reverse stock split and reduce authorized common stock to 90,000,000 shares (effective 2023-02-06).

“On February 6, 2023, Mawson Infrastructure Group Inc. (the “Company”) filed a certificate of amendment to its certificate of incorporation with the Delaware Secretary of State to (i) effectuate a 1-for-6 reverse stock split of its outstanding common stock and (ii) reduce its authorized common stock to 90,000,000 shares.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.