AI brief of an SEC Form 8-K · AirJoule Technologies Corp. (AIRJ)

AirJoule buys Bitsink for $18 million cash and 1,859,504 Class A shares

Mixed Impact 4 of 5 m&a Written later

On September 10, 2026, AirJoule Technologies, a subsidiary of AirJoule Technologies Corporation, acquired all equity of Bitsink LLC, a South Carolina maker of cooling, power distribution and racking infrastructure for data centers. The upfront price was $18 million in cash, subject to adjustments, plus 1,859,504 shares of Class A common stock, with up to $40 million more in stock payable if 2027 to 2029 revenue targets are met.

Key points

  • Upfront consideration: $18 million in cash (subject to certain adjustments) and 1,859,504 shares of Class A common stock issued to seller Stanislav Dyshko.
  • Earnout: up to $40 million payable in Class A common stock if revenue targets are achieved during 2027 through 2029; maximum of 8,264,463 additional shares.
  • AirJoule Technologies had $45 million of cash on the balance sheet on August 31, 2026, before the transaction.
  • The press release says Bitsink had cumulative revenue of approximately $11 million across 2024 and 2025.

The filing

CompanyAirJoule Technologies Corp. (AIRJ)
Form8-K, current report
Filed with the SECSep 14, 2026, 7:58 AM ET
Accession number0001193125-26-389855

Items reported: 1.01 Material Definitive Agreement3.02 Unregistered Equity Sale7.01 Regulation FD Disclosure

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 11:44 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on September 14, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.