Ekso Bionics Holdings Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
On June 26, 2026 (the “Effective Date”), ChronoScale Corporation, a Nevada corporation (the “Company”), entered into an unsecured Demand Grid Promissory Note (the “Note”) with Applied Digital Corporation, a Nevada corporation (the “Lender”), pursuant to which the Lender made a line of credit available to the Company in the maximum principal amount of $100,000,000 minus the dollar value of any credit support provided by the Lender or its affiliates to the Company and its affiliates. The Company plans to use the proceeds of any borrowings under the Note for working capital and general corporate purposes. To date, there have been no advances under the Note.
The principal amount of the Note will be adjusted from time to time to reflect the amounts of any advances made to the Company by the Lender and/or any payments made to the Lender by the Company prior to the Lender’s demand for payment in full of all amounts outstanding. Interest is payable on the unpaid principal amount of the Note at a rate equal to the short-term Applicable Federal Rate (as defined in Section 1274(d) of the Internal Revenue Code of 1986, as amended), compounded semiannually. The Company may prepay all or any portion of the Note, together with any accrued but unpaid interest thereon, at any time without penalty or premium. The Note is not convertible into shares of common stock, par value $0.001 per share, of the Company (the “Common Stock”).
As previously disclosed, APLD Intermediate HoldCo LLC, a Delaware limited liability company (“APLD Intermediate”) is a wholly-owned subsidiary of the Lender. APLD ChronoScale HoldCo LLC, a Delaware limited liability company (the “Contributor”) is a wholly-owned subsidiary of APLD Intermediate. The Lender and the Contributor hold an aggregate of approximately 96% of the outstanding shares of Common Stock of the Company. Wes Cummins, Ella Benson, Douglas Miller and Richard Nottenburg each serve on the board of directors of the Company (the “Company Board”) and on the board of directors of the Lender (the “Lender Board”). Mr. Cummins also serves as the Chief Executive Officer of the Lender and is the Chairman of the Lender Board. The execution, delivery and performance of the Note were approved by the Related Party Committee of the Company Board, as well as the Related Party Committee of the Lender Board, each in accordance with the Related Party Policies of the Company and the Lender.
The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is attached to this report as Exhibit 4.1 and is incorporated herein by reference.
Item 2.03 Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Reference is made to the disclosure set forth under Item 1.01 above, which disclosure is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | Description | |
| 4.1 | Demand Grid Note, dated June 26, 2026 by and between Applied Digital Corporation and ChronoScale Corporation. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Dated: June 26, 2026
| CHRONOSCALE CORPORATION | ||
| By: | /s/ Jerome Wong | |
| Name: | Jerome Wong | |
| Title: | Chief Financial Officer | |