Form 8-K
8-K — Fermi Inc.
Accession: 0002071778-26-000027
Filed: 2026-05-14
Period: 2026-05-14
CIK: 0002071778
SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — frmi-20260514.htm (Primary)
EX-99.1 — EX-99.1 FRMI Q1 2026 EARNINGS RELEASE (fermi1q26erex_991.htm)
EX-99.2 — EX-99.2 FRMI Q1 2026 PRESENTATION MATERIALS (fermiex99_2x1q2026invest.htm)
GRAPHIC — GRAPHIC 1 Q126 (fermiex99_2x1q2026invest001.jpg)
GRAPHIC — GRAPHIC 2 Q126 (fermiex99_2x1q2026invest002.jpg)
GRAPHIC — GRAPHIC 3 Q126 (fermiex99_2x1q2026invest003.jpg)
GRAPHIC — GRAPHIC 4 Q126 (fermiex99_2x1q2026invest004.jpg)
GRAPHIC — GRAPHIC 5 Q126 (fermiex99_2x1q2026invest005.jpg)
GRAPHIC — GRAPHIC 6 Q126 (fermiex99_2x1q2026invest006.jpg)
GRAPHIC — GRAPHIC 7 Q126 (fermiex99_2x1q2026invest007.jpg)
GRAPHIC — GRAPHIC 8 Q126 (fermiex99_2x1q2026invest008.jpg)
GRAPHIC — GRAPHIC 9 Q126 (fermiex99_2x1q2026invest009.jpg)
GRAPHIC — GRAPHIC 10 Q126 (fermiex99_2x1q2026invest010.jpg)
GRAPHIC — GRAPHIC 11 Q126 (fermiex99_2x1q2026invest011.jpg)
GRAPHIC — GRAPHIC 12 Q126 (fermiex99_2x1q2026invest012.jpg)
GRAPHIC — GRAPHIC 13 Q126 (fermiex99_2x1q2026invest013.jpg)
GRAPHIC — GRAPHIC 14 Q126 (fermiex99_2x1q2026invest014.jpg)
GRAPHIC — GRAPHIC 15 Q126 (fermiex99_2x1q2026invest015.jpg)
GRAPHIC — GRAPHIC 16 Q126 (fermiex99_2x1q2026invest016.jpg)
GRAPHIC — GRAPHIC 17 Q126 (fermiex99_2x1q2026invest017.jpg)
GRAPHIC — GRAPHIC 18 Q126 (fermiex99_2x1q2026invest018.jpg)
GRAPHIC — GRAPHIC 19 Q126 (fermiex99_2x1q2026invest019.jpg)
GRAPHIC — GRAPHIC FRMI LOGO (image_0a.jpg)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K — FRMI FORM 8-K FOR Q1 2026 ER
8-K (Primary)
Filename: frmi-20260514.htm · Sequence: 1
frmi-20260514
0002071778false00020717782026-05-142026-05-140002071778FRMI:CommonStock0.001ParValueMember2026-05-142026-05-140002071778FRMI:CommonStock0.001ParValue1Member2026-05-142026-05-14
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) May 14, 2026
Fermi Inc.
(Exact name of registrant as specified in its charter)
Texas 001-42888 33-3560468
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
620 S. Taylor St., Suite 301
Amarillo, TX
79101
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (214) 894-7855
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 Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 par value FRMI The Nasdaq Stock Market LLC
Common Stock, $0.001 par value FRMI The London Stock Exchange
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 x
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. x
Item 2.02. Results of Operations and Financial Condition.
On May 14, 2026, Fermi Inc. (the “Company”) issued its earnings release announcing its financial results for the three months ended March 31, 2026. The full text of the earnings release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The investor presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The Company is hosting a conference call on May 14, 2026 at 8:00 am CT / 9:00 am ET to discuss its financial results for the three months ended March 31, 2026.
The information in this Item 2.02, including Exhibit 99.1 and 99.2, shall be deemed “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities such section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1
Fermi Q1 2026 Earnings Release, dated May 14, 2026
99.2
Investor Presentation, dated May 14, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
FERMI INC.
Date: May 14, 2026 By: /s/ Robert L. Masson
Name: Robert L. Masson
Title: Interim Chief Financial Officer and
Principal Financial Officer
2
EX-99.1 — EX-99.1 FRMI Q1 2026 EARNINGS RELEASE
EX-99.1
Filename: fermi1q26erex_991.htm · Sequence: 2
Document
Exhibit 99.1
Fermi Inc. Outlines Fermi 2.0 Strategic Evolution and Reports First Quarter 2026 Financial Results
Secures over 2 GW of power generation; advances ~11 GW of permitted capacity; closes ~$785 million in new equipment financing; strengthens governance; and accelerates commercial engagement
DALLAS, May 14, 2026 /PRNewswire/ -- Fermi Inc. (d/b/a Fermi America) (NASDAQ: FRMI) (LSE: FRMI), operating as Fermi America™ (“Fermi” or the “Company”), today reported first quarter 2026 financial results. A conference call is scheduled for 9 a.m. Eastern Time / 2 p.m. British Time today, May 14, 2026. Accompanying slides and prepared remarks can be found at https://investor.fermiamerica.com. Participation details are included in this release.
Fermi 2.0: Strategic Evolution
Fermi provided an update on its strategic evolution from an entrepreneurial startup into a scaled, institutional public company purpose-built to deliver gigawatt-scale private power to the AI economy.
“Fermi America is at a meaningful inflection point in its development,” said Marius Haas, Chairman of the Board of Directors. “Fermi 2.0 is about pairing the tangible asset base we’ve already constructed with the institutional capability required to realize its full value. We’ve converted investor capital into more than $1.4 billion of infrastructure at a site that few, if any, competitors can replicate on a comparable timeline. Over the next 90 days, we’re executing a disciplined plan that includes securing a binding tenant agreement, diligently managing working capital and liquidity, hiring our next CEO, exploring strategic partnerships for power/data center deployment acceleration, and delivering power at our project site. Our team is unified and focused on one primary objective to maximize long-term shareholder returns.”
Rick Perry, former Texas Governor, former U.S. Secretary of Energy and Co-Founder of Fermi America, said, “Fermi was founded to do something no one else in America is doing at this scale: bring gigawatts of private power to premier AI tenants in months, not years. Our strategy hasn't changed, and the team leading this next chapter has my full confidence and support. We have the right leadership, land, permits, equipment, and partners to scale to commercial operations and realize the full value of this unique project.”
Commercial Momentum and Accelerated Engagement
Tenant engagement has improved in recent weeks, and active discussions are ongoing with hyperscalers, neo-cloud providers, and enterprise compute operators.
Anna Bofa, Co-President, Office of the CEO, said, “Fermi 2.0 is about making the company easier to work with and creating a more streamlined commercial interface for customers and partners who want to move quickly and confidently. The uptick in interest from prospective tenants confirms our business plan. Fermi can deliver reliable power at scale, execute on our timeline, and serve as a trustworthy long-term operating partner. In recent weeks, we’ve hosted multiple prospective tenants and strategic partners who continue to view Project Matador as one of the most advanced and customer-ready, large-scale power campuses. They are looking for credible near-term power, real infrastructure, secured equipment, permitting progress, land control, and a team that can execute. These attributes set Fermi apart and are driving increased urgency in our commercial conversations. It gives us momentum and confidence in reaching new non-binding long-term agreements in the near future.”
Project Matador Operational and Regulatory Progress
Construction at Project Matador is progressing on schedule. Fermi’s flagship behind-the-meter energy and compute campus spans more than 7,500 acres in Carson County, Texas. At full build-out, the project is designed to deliver up to 17 GW of power from lower-carbon natural gas, advanced nuclear, solar, and battery storage to premier tenants. Quarterly milestones include:
•Established a clear path to commercial power delivery later this year by securing more than 2 GW of total power generation across owned and contracted assets.
•Obtained a ~6 GW Clean Air Permit from the Texas Commission on Environmental Quality (TCEQ), the second-largest permit of its kind in the United States.
•Filed an application with TCEQ for an additional ~5 GW Clean Air Permit, supporting full flexibility for build-out toward 17 GW.
•The U.S. Nuclear Regulatory Commission (NRC) named Project Matador an inaugural participant in its Environmental Impact Statement pilot program, an initiative designed to expedite nuclear licensing timelines for advanced reactor projects.
•Completed nearly 5 miles of natural gas lines, more than 11 miles of perimeter fencing, and over 7 miles of on-site water distribution lines.
•Both transmission systems were connected, which will deliver power upon grid interconnection later this year.
•The first six Siemens SGT-800 gas turbines arrived in the Port of Houston and cleared customs.
Strengthened Governance and Leadership
As part of Fermi 2.0, the Company has taken significant steps to enhance governance and leadership:
•In addition to Marius Haas assuming the role of Chairman of the Board, the Board was expanded from five to seven directors.
•Robert Masson joined as Interim Chief Financial Officer, bringing more than 20 years of public-company financial leadership.
•Executive recruiting firm Heidrick & Struggles was engaged to lead the search for the Company's next CEO, with an early slate of highly qualified candidates in hand.
•A new corporate headquarters is being established in Dallas, complementing the Company's permanent on-site presence in Amarillo.
Financial Highlights and Liquidity
•$243 million of total cash and restricted cash on hand.
•$785 million of new equipment finance facilities secured during the quarter, anchored by a $500 million facility from MUFG, one of the world's leading infrastructure lenders.
•$156 million financing commitment secured with Yorkville for general corporate purposes.
•$421 million of outstanding debt reflecting new borrowings under equipment financing facilities and the full repayment of the Macquarie Term Loan.
•$189 million net loss in the quarter ($0.30 per diluted share) primarily driven by $134 million of non-cash share-based compensation and a $25 million extinguishment loss on the Macquarie Term Loan.
•$441 million of capital invested in Property, Plant, and Equipment, bringing the gross balance to approximately $1.4 billion as of quarter end.
•Future capital deployment will remain disciplined and aligned with commercial progress.
Conference Call Information
Fermi plans to host a conference call and webcast at 9 a.m. Eastern Time / 2 p.m. British Time today, May 14, 2026, to discuss its first quarter results.
To participate, dial (888) 506-0062 in the U.S. or +1 973-528-0011 internationally approximately 15 minutes prior to the scheduled start time and refer to conference code 791289. The call will also be webcast in a listen-only mode and can be accessed through the Investor Relations Events & Presentations page of Fermi’s website. A replay of the webcast will be available for a period of one year.
SEC Filings
Fermi's report on Form 10-Q for the quarter ended March 31, 2026, will be filed with the U.S. Securities and Exchange Commission and made available through the SEC's website and the Investor Relations section of Fermi’s website.
Investor & Media Contact
Rodrigo Acuna — IR@fermiamerica.com
About Fermi America™
Fermi America™ (Nasdaq & LSE: FRMI) develops next-generation private electric grids that deliver highly redundant power at gigawatt scale to support next-generation intelligence and AI compute. Fermi America™ combines cutting-edge technology with a deep bench of proven world-class multi-disciplinary leaders with a combined 25 GW of experience, to create the world's largest, 11 GW next-gen private grid, helping ensure America's energy and AI dominance. The behind-the-meter Project Matador campus is expected to integrate the nation's biggest combined-cycle natural gas project, one of the largest clean, new nuclear power complexes in America, utility grid power, solar power, and battery energy storage, to support hyperscale AI and advanced computing. For additional information visit www.fermiamerica.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our development plans, construction timelines, permitting and regulatory approvals, tenant agreements, financing activities, generation capacity, future expansion of Project Matador, and anticipated operational milestones.
These statements are based on current expectations and assumptions and are subject to known and unknown risks, uncertainties, and other important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include, among others: our ability to obtain and maintain required permits and regulatory approvals, including from the NRC and TCEQ; our ability to secure binding tenant agreements and creditworthy counterparties; the availability of project financing and capital on acceptable terms; risks associated with large-scale construction and infrastructure development; interconnection availability and grid constraints; supply chain and equipment procurement risks; commodity availability and pricing, including natural gas and water; risks associated with nuclear development and licensing; counterparty performance; and broader economic, regulatory, and market conditions.
Statements regarding potential generation capacity in excess of currently permitted levels, including any reference to expansion beyond approximately 6 GW or up to 11 GW or 17 GW, are subject to the successful receipt of additional permits and approvals, financing, interconnection capacity, land acquisition, and other factors, and there can be no assurance that such capacity will be developed or achieved.
Statements regarding total site acreage, including any reference to expansion beyond currently controlled or leased land, are subject to the closing of pending acquisitions, land availability, and other factors, and there can be no assurance that such acreage will be realized.
These forward-looking statements represent management’s expectations as of the date of this release. Except as required by law, the Company undertakes no obligation to update or revise these statements. Additional information regarding these and other risks is included in the Company’s Form 10-K and other filings with the Securities and Exchange Commission.
Fermi Inc.
Condensed Consolidated Balance Sheets
(in thousands, except par value amounts and share numbers)
(unaudited)
As of
As of
March 31, 2026
December 31, 2025
Assets
Property, plant, and equipment, net
$
1,430,909
$
935,295
Cash and cash equivalents
207,501
408,529
Restricted cash
35,792
—
Prepaid expenses and other assets
63,592
47,753
Operating lease right-of-use assets
39,699
21,737
Total assets
$
1,777,493
$
1,413,314
Liabilities and stockholders’ equity
Debt, net
$
421,296
$
109,799
Accounts payable and accrued liabilities
238,624
176,572
Operating lease liabilities
43,714
21,320
Other liabilities
1,582
9,751
Total liabilities
705,216
317,442
Commitments and contingencies (Note 8)
Stockholders’ equity
Common stock, $0.001 par value; 2,400,000,000 shares authorized, 629,839,790 shares issued and outstanding as of March 31, 2026 and December 31, 2025
628
628
Preferred stock, $0.001 par value; 10,000,000 shares authorized, and no shares issued or outstanding as of March 31, 2026 and December 31, 2025
—
—
Additional paid-in capital
1,393,541
1,228,443
Accumulated deficit
(321,892)
(133,199)
Total stockholders’ equity
1,072,277
1,095,872
Total liabilities and stockholders’ equity
$
1,777,493
$
1,413,314
Fermi Inc.
Condensed Consolidated Statements of Operations
(in thousands, except share and per share numbers)
(unaudited)
Three Months Ended March 31, 2026
For the period from January 10, 2025 (Inception) through March 31, 2025
Expenses:
General and administrative
$
166,244
$
78
Total expenses
166,244
78
Loss from operations
(166,244)
(78)
Other income (expense):
Interest income
2,349
—
Other income (expense), net
(24,798)
—
Total other income (expense)
(22,449)
—
Net loss
$
(188,693)
$
(78)
Net loss per share – basic and diluted
$
(0.30)
$ (0.00)
Weighted average shares outstanding – basic and diluted
629,839,790
73,687,500
Fermi Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
Three Months Ended
March 31, 2026
For the period from
January 10, 2025
(Inception) through
March 31, 2025
Cash flows used in operating activities:
Net loss
$
(188,693)
$
(78)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation expense
133,980
—
Loss on extinguishment of debt
24,753
—
Other non-cash activities
222
3
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities
29,292
29
Prepaid expenses and other assets
(6,899)
—
Net cash used in operating activities
$
(7,345)
$
(46)
Cash flows used in investing activities:
Investments in property, plant, and equipment
(441,188)
(32)
Other investing activities
—
—
Net cash used in investing activities
$
(441,188)
$
(32)
Cash flows from financing activities:
Proceeds from issuance of debt, net of debt discount
430,827
—
Repayment of Macquarie term loan
(144,294)
—
Payment of debt issuance costs
(3,236)
—
Proceeds from contributions by members, net of issuance costs
—
297
Net cash provided by financing activities
$
283,297
$
297
Change in cash, cash equivalents and restricted cash
(165,236)
219
Cash, cash equivalents and restricted cash, at beginning of period
408,529
—
Cash, cash equivalents and restricted cash, at end of period
$
243,293
$
219
Cash, cash equivalents and restricted cash, at end of period:
Cash and cash equivalents
$
207,501
$
219
Restricted cash
35,792
—
Cash, cash equivalents and restricted cash, at end of period
$
243,293
$
219
EX-99.2 — EX-99.2 FRMI Q1 2026 PRESENTATION MATERIALS
EX-99.2
Filename: fermiex99_2x1q2026invest.htm · Sequence: 3
fermiex99_2x1q2026invest
Investor Presentation First Quarter 2026 May 14, 2026 NASDAQ / LSE: FRMI Exhibit 99.2
2 Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our development plans, construction timelines, permitting and regulatory approvals, tenant agreements, financing activities, generation capacity, future expansion of Project Matador, and anticipated operational milestones. These statements are based on current expectations and assumptions and are subject to known and unknown risks, uncertainties, and other important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include, among others: our ability to obtain and maintain required permits and regulatory approvals, including from the NRC and TCEQ; our ability to secure binding tenant agreements and creditworthy counterparties; the availability of project financing and capital on acceptable terms; risks associated with large-scale construction and infrastructure development; interconnection availability and grid constraints; supply chain and equipment procurement risks; commodity availability and pricing, including natural gas and water; risks associated with nuclear development and licensing; counterparty performance; and broader economic, regulatory, and market conditions. Statements regarding potential generation capacity in excess of currently permitted levels, including any reference to expansion beyond approximately 6 GW or up to 11 GW or 17 GW, are subject to the successful receipt of additional permits and approvals, financing, interconnection capacity, land acquisition, and other factors, and there can be no assurance that such capacity will be developed or achieved. Statements regarding total site acreage, including any reference to expansion beyond currently controlled or leased land, are subject to the closing of pending acquisitions, land availability, and other factors, and there can be no assurance that such acreage will be realized. These forward-looking statements represent management’s expectations as of the date of this release. Except as required by law, the Company undertakes no obligation to update or revise these statements. Additional information regarding these and other risks is included in the Company’s Form 10-K and other filings with the Securities and Exchange Commission.
3 Fermi America: World's Largest & Cleanest Advanced Energy & AI Campus Scale Largest advanced energy and data campus Permitted Work well underway and progressing at an unprecedented scale Power Strategy built for resilience and designed to scale Premier Most competitively positioned private power campus
4 Utility-Grade Private Grid with Best-in-Class Power Generation Assets Permitting 6 GW | 5 GW Federal Air Permit Secured | Filed 1st Nuclear COL Filed and accepted in 15 years Water #2 Largest U.S. Aquifer 11 MGD With 2.5 MGD already at site Power 1.5 GW | 2 GW 2027 | 2028 Up to 17 GW Gas Power Generation at Scale Land >7,500 Acres Secured / Under Contract >15 MM Sq. Ft. of Data Center Space Natural Gas 5 Major Pipelines within 20 Miles >340 MMBtu/d Secured 4 Turbine Platforms with two different OEMs
Decades of experience in energy development, power generation, project management and project finance 5 Marius Haas Chairman of the Board • Founding Partner of BayPine, which was formed in May 2020 • Extensive technology experience at Dell Technologies, Hewlett-Packard, Compaq, and Intel Corporation Fermi 2.0: Experienced and Respected Leadership Team Anna Bofa Co-President & Office of the CEO • Former Fermi Board Observer • Extensive technology experience at Google, Dropbox, Pinterest, and Meta Jacobo Ortiz Co-President & Office of the CEO • Previously served as Fermi Chief Operating Officer • Founder and President of Las Brisas Property Management with prior marketing experience at S.C. Johnson and Son Rob Masson Chief Financial Officer • Board member and former CFO at several public and private companies • Experience includes roles at Noble Supply & Logistics, Latham Group, Hypertherm, Flowserve, and Raytheon Technologies
6 Fermi 2.0 Leadership Priorities Enhanced Governance Strengthened Board from 5 to 7 members Active search to hire next CEO Establish new HQ in Dallas, Texas Tenant Momentum Renewed urgency in commercial conversations Active engagement with potential tenants Expect to sign first binding tenant agreement soon Operational Execution Advancing site development plan Delivering power equipment on schedule Launching vertical construction, sequenced with tenant signings Liquidity and Compliance Secure adequate capital to fund liquidity needs Secure DOE Energy Dominance Financing approval Ensure REIT structure compliance Acting with urgency to achieve Fermi’s full potential and generate durable, long-term value
Draft – Pending Finalization Note: Stats shown are as of 03/31/2026 4.6 Miles of natural gas lines installed 11.3 Miles of fencing installed 7.2 Miles of water lines installed ~11.4 Million Sq. Feet (261 Acres) prepared 7 Project Matador's Unmatched 180-Day Progress
8 SGT6-5000FGE TM2500Siemens SGT-800GE Vernova FR6BAsset • GT #1 and #2 are complete and in storage in a North Sea Port • GT #3 is in final assembly in Germany • Estimated delivery Q3 2026 • Currently in Houston • Site work already occurring (leveling, compacting), have secured step-up and step-down transformers • All turbines in Port of Houston and cleared by customs • Awaiting transport to site • Foundations are prepped to be poured • Currently in Houston refurbishment shop • Foundations poured at site • Refurbishment completion expected in June 2026 Status 37 (1)63Number of Units Q4 2027Q3 2027Q2 2027Q4 2026Est. Go-Live Date 726 MW | 1,047 MW124 MW | N/A294 MW | 394MW114 MW | N/ATotal Capacity Simple | Combined Cycle Purchase20-Year LeasePurchasePurchaseStructure A Diversified Generation Portfolio Designed to Deliver Note: page excludes power received from Xcel Energy 1. Note: under the lease agreement, the TM2500s are held by the lessor until the Company is ready to go-live Early Power, Sustained Hyperscale Loads, and Optimized Long-Term Economics
9 Fermi Expected Near-Term Power Ramp 2026 • 86 MW Xcel tie-in (Q4) • 114 MW GE Vernova FR6B turbines (Q4) 2027 • 294 MW Siemens SGT-800 turbines (Q2) • 124 MW GE TM2500 turbines (Q3) • 114 MW additional Xcel tie-in (Q3) • 726 MW Siemens F-Class turbines (Q4) Capability to ramp up to 1.5 GW of cumulative power by end of 2027 with binding tenant agreements — — 200 200 494 732 1,458 Q2'26 Q3'26 Q4'26 Q1'27 Q2'27 Q3'27 Q4'27 C u m u la ti ve M W ( D e ra te d ) Xcel GE6B F-Class SGT-800 TM2500
10 Q1 2026 Financial Highlights $421MM Debt, Net Repaid Macquarie Term Loan $1.43B Total PP&E, Net Invested $441MM of Cash into PP&E $243MM Cash and Restricted Cash $208MM of Available Cash and Cash Equivalents Balance Sheet $7MM Cash Used in Operations $29MM Excluding Working Capital Changes $166MM Total G&A Expense Included $134MM of Non-Cash Share-based Compensation $0.30 Net Loss per Share Net Loss of $189MM Income and Cash Flow
11 Access to Liquidity: Nearly $1B of Commitments Secured1 MUFG $500MM • Funding for 3 Siemens F-class gas turbine units • A portion of proceeds were used to pay-off the Macquarie Term Loan • ~$397MM drawn as of March 31, 2026 E Q U IP M E N T Keystone $120MM • Funding for non-spinning electrical components • ~$40MM drawn as of March 31, 2026 Beal Bank $165MM • Funding for 6 Siemens Energy SGT-800 gas turbines • ~$3MM drawn as of March 31, 2026 G E N E R A L Yorkville $156MM • Promissory note to fund general corporate expenditures • ~$0 drawn as of March 31, 2026 1) As of March 31, 2026
Experienced and Respected Leadership Team Executive team includes a blend of respected industry veterans with both technical and public company leadership expertise World’s Largest Advanced Energy and AI Campus One of the largest and most valuable infrastructure assets providing essential power to support AI-driven demand Attractive Return Profile Significant ability to scale and serve the world’s most valuable companies Key Investment Highlights 12 Securing and Advancing Attractive Partnerships Working with market-leading EPC partners and conducting ongoing discussions with multiple market-leading potential tenants Best-in-Class Execution Secured permits, power generators, and equipment financing at unmatched speed and scale Large, Attractive and Exclusive >7,500 Acre Site Abundant and redundant access to natural gas, water and fiber (potential to harness nuclear) to deliver up to 17GW of power
Appendix
Advanced Energy and Artificial Intelligence Campus ~7,570 Acres - The Largest Site of its Kind in the World
15 Unmatched Positioning with Surrounding Water and Redundant Natural Gas Access 1
16 Natural Gas Infrastructure Gas Pipelines Gas Pipeline Arrival Gas Pipeline Installation Project Matador sits on the intersection of two major pipelines with significant natural gas infrastructure. No single point of failure. No fuel uncertainty. Firm delivery of clean natural gas at gigawatt scale.
17 Site Location Amarillo, TX Chicago, IL ~15.84ms Oklahoma City, OK Dallas, TX Denver, CO Phoenix, AZ Las Vegas, NV Reno, NV ~18.54ms ~23.18ms ~8.3ms ~5.02ms ~7.14ms ~20.28ms Albuquerque, NM ~5.60ms Latency Estimate (RTD)Location ~7.14msDallas, TX ~5.60msAlbuquerque, NM ~5.02msOklahoma City, OK ~15.84msPhoenix, AZ ~18.54msLas Vegas, NV ~20.28msChicago, IL ~8.30msDenver, CO ~23.18msReno, NV Unmatched Access to Extensive, Redundant Fiber Networks
18 Glossary DefinitionTerm BillionB Combined LicenseCOL Department of EnergyDOE General and AdministrativeG&A GigawattGW Million Gallons per DayMGD MillionMM Million British Thermal Units per DayMMBtu/d Millisecondsms MegawattMW Not ApplicableN/A Round-Trip DelayRTD Square FeetSq Ft
Investor Relations Rodrigo Acuna IR@fermiamerica.com 620 S. Taylor, Suite 301 Amarillo, Texas 79101 www.fermiamerica.com
GRAPHIC — GRAPHIC 1 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest001.jpg · Sequence: 8
Binary file (160996 bytes)
Download fermiex99_2x1q2026invest001.jpg
GRAPHIC — GRAPHIC 2 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest002.jpg · Sequence: 9
Binary file (224306 bytes)
Download fermiex99_2x1q2026invest002.jpg
GRAPHIC — GRAPHIC 3 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest003.jpg · Sequence: 10
Binary file (92138 bytes)
Download fermiex99_2x1q2026invest003.jpg
GRAPHIC — GRAPHIC 4 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest004.jpg · Sequence: 11
Binary file (114718 bytes)
Download fermiex99_2x1q2026invest004.jpg
GRAPHIC — GRAPHIC 5 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest005.jpg · Sequence: 12
Binary file (140690 bytes)
Download fermiex99_2x1q2026invest005.jpg
GRAPHIC — GRAPHIC 6 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest006.jpg · Sequence: 13
Binary file (121030 bytes)
Download fermiex99_2x1q2026invest006.jpg
GRAPHIC — GRAPHIC 7 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest007.jpg · Sequence: 14
Binary file (198962 bytes)
Download fermiex99_2x1q2026invest007.jpg
GRAPHIC — GRAPHIC 8 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest008.jpg · Sequence: 15
Binary file (142251 bytes)
Download fermiex99_2x1q2026invest008.jpg
GRAPHIC — GRAPHIC 9 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest009.jpg · Sequence: 16
Binary file (85693 bytes)
Download fermiex99_2x1q2026invest009.jpg
GRAPHIC — GRAPHIC 10 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest010.jpg · Sequence: 17
Binary file (102125 bytes)
Download fermiex99_2x1q2026invest010.jpg
GRAPHIC — GRAPHIC 11 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest011.jpg · Sequence: 18
Binary file (116731 bytes)
Download fermiex99_2x1q2026invest011.jpg
GRAPHIC — GRAPHIC 12 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest012.jpg · Sequence: 19
Binary file (117238 bytes)
Download fermiex99_2x1q2026invest012.jpg
GRAPHIC — GRAPHIC 13 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest013.jpg · Sequence: 20
Binary file (36714 bytes)
Download fermiex99_2x1q2026invest013.jpg
GRAPHIC — GRAPHIC 14 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest014.jpg · Sequence: 21
Binary file (197303 bytes)
Download fermiex99_2x1q2026invest014.jpg
GRAPHIC — GRAPHIC 15 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest015.jpg · Sequence: 22
Binary file (77143 bytes)
Download fermiex99_2x1q2026invest015.jpg
GRAPHIC — GRAPHIC 16 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest016.jpg · Sequence: 23
Binary file (88294 bytes)
Download fermiex99_2x1q2026invest016.jpg
GRAPHIC — GRAPHIC 17 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest017.jpg · Sequence: 24
Binary file (107872 bytes)
Download fermiex99_2x1q2026invest017.jpg
GRAPHIC — GRAPHIC 18 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest018.jpg · Sequence: 25
Binary file (79668 bytes)
Download fermiex99_2x1q2026invest018.jpg
GRAPHIC — GRAPHIC 19 Q126
GRAPHIC
Filename: fermiex99_2x1q2026invest019.jpg · Sequence: 26
Binary file (43823 bytes)
Download fermiex99_2x1q2026invest019.jpg
GRAPHIC — GRAPHIC FRMI LOGO
GRAPHIC
Filename: image_0a.jpg · Sequence: 27
Binary file (24283 bytes)
Download image_0a.jpg
XML — IDEA: XBRL DOCUMENT
XML
Filename: R1.htm · Sequence: 29
v3.26.1
Cover
May 14, 2026
Document Type
8-K
Document Period End Date
May 14, 2026
Entity Registrant Name
Fermi Inc.
Entity Incorporation, State or Country Code
TX
Entity File Number
001-42888
Entity Tax Identification Number
33-3560468
Entity Address, Address Line One
620 S. Taylor St.
Entity Address, Address Line Two
Suite 301
Entity Address, City or Town
Amarillo
Entity Address, State or Province
TX
Entity Address, Postal Zip Code
79101
City Area Code
214
Local Phone Number
894-7855
Written Communications
false
Soliciting Material
false
Pre-commencement Tender Offer
false
Pre-commencement Issuer Tender Offer
false
Entity Emerging Growth Company
true
Entity Ex Transition Period
true
Entity Central Index Key
0002071778
Amendment Flag
false
Common Stock, $0.001 par value
Title of 12(b) Security
Common Stock, $0.001 par value
Trading Symbol
FRMI
Security Exchange Name
NASDAQ
Common Stock 0. 001 Par Value 1
Title of 12(b) Security
Common Stock, $0.001 par value
Trading Symbol
FRMI
X
- Definition
Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
No definition available.
+ Details
Name:
dei_AmendmentFlag
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Area code of city
+ References
No definition available.
+ Details
Name:
dei_CityAreaCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
No definition available.
+ Details
Name:
dei_DocumentPeriodEndDate
Namespace Prefix:
dei_
Data Type:
xbrli:dateItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
No definition available.
+ Details
Name:
dei_DocumentType
Namespace Prefix:
dei_
Data Type:
dei:submissionTypeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 1 such as Attn, Building Name, Street Name
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine1
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 2 such as Street or Suite number
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine2
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the City or Town
+ References
No definition available.
+ Details
Name:
dei_EntityAddressCityOrTown
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Code for the postal or zip code
+ References
No definition available.
+ Details
Name:
dei_EntityAddressPostalZipCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the state or province.
+ References
No definition available.
+ Details
Name:
dei_EntityAddressStateOrProvince
Namespace Prefix:
dei_
Data Type:
dei:stateOrProvinceItemType
Balance Type:
na
Period Type:
duration
X
- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityCentralIndexKey
Namespace Prefix:
dei_
Data Type:
dei:centralIndexKeyItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityEmergingGrowthCompany
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 7A
-Section B
-Subsection 2
+ Details
Name:
dei_EntityExTransitionPeriod
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
Name:
dei_EntityFileNumber
Namespace Prefix:
dei_
Data Type:
dei:fileNumberItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
Name:
dei_EntityIncorporationStateCountryCode
Namespace Prefix:
dei_
Data Type:
dei:edgarStateCountryItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityRegistrantName
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityTaxIdentificationNumber
Namespace Prefix:
dei_
Data Type:
dei:employerIdItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
Name:
dei_LocalPhoneNumber
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
dei_
Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Details
Name:
us-gaap_StatementClassOfStockAxis=FRMI_CommonStock0.001ParValueMember
Namespace Prefix:
Data Type:
na
Balance Type:
Period Type:
X
- Details
Name:
us-gaap_StatementClassOfStockAxis=FRMI_CommonStock0.001ParValue1Member
Namespace Prefix:
Data Type:
na
Balance Type:
Period Type: