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): July 5, 2023
 
 
Stronghold Digital Mining, Inc.
(Exact name of registrant as specified in its charter)
 
 
Delaware
001-40931
86-2759890
(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:  (212) 967-5294
 
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 July 5, 2023, Stronghold Digital Mining, Inc. (the “Company’) issued a press release announcing the Company’s June Bitcoin mining operations. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference. A copy of the press release is posted to the Company’s website at www.strongholddigitalmining.com.
 
Item 7.01
Regulation FD Disclosure

The information set forth under Item 2.02 of this report is incorporated herein by reference.
 
The information in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being “furnished” pursuant to General Instruction B.2 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth in such filing.
 
Item 9.01
Financial Statements and Exhibits
 
(d)  Exhibits.
 
Exhibit
Number
  
Description
 
Press Release, dated as of July 5, 2023
104
  
Cover Page Interactive Data File (embedded within the Inline XBRL document).

 
*
Furnished herewith.
 
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.
     
 
By:
/s/ Gregory A. Beard
   
Name:  Gregory A. Beard
   
Title:    Chief Executive Officer and Chairman
Date: July 5, 2023