FRMI on Nasdaq

Fermi Inc

Logo: fermiamerica.com4

Fermi Inc is an energy infrastructure company.1 It is headquartered in Amarillo, United States.1 Its shares trade on Nasdaq under the symbol FRMI.1

Price unavailable

Last updated Oct 20, 2026.

Overview

Compare with another stock.

  • TickerFRMI on Nasdaq1
  • IndustryReal Estate Investment Trusts1
  • HeadquartersAmarillo, United States1
  • Websitefermiamerica.com
  • Incorporated inTX5
  • Business address1845 Woodall Rodgers Fwy, Suite 1100, Dallas, Tx 752015
  • Filer category, Emerging growth company5
  • Legal formLimited Liability Company3
  • LEI529900TSHBYBCFMYZ2283
  • StatusActive3
  • LEI statusLapsed (not renewed)3
  • Registered addressc/o Kennedy Sutherland LLP, 1305 E. Houston Street Bldg. 1 - Suite 1400, 78205 San Antonio, United States3
  • Registered withCorporations Section (Texas Secretary of State), 08058524993

See how the biggest companies compare on our leaderboards

Fermi Inc image from its website
Image: fermiamerica.com4

Fermi Inc. (“Fermi,” “we,” “us,” or “our”) exists to power the artificial intelligence needs of tomorrow. We are building a private power campus for AI-centric customers—developing and leasing large-scale, grid-independent energy generation and high-performance computing facilities purpose-built for the hyperscale era. Our mission is to deliver up to 11 GW of low-carbon, highly reliable and redundant, and on-demand power directly to the world's most compute-intensive businesses, with the potential to expand the campus to up to approximately 17 GW of total generation capacity, subject to the closing of additional land acquisitions and receipt of incremental permits. See “—Strategic Land Expansion” and “—Air Permitting and Regulatory Milestones” below for additional detail. We have entered into a long-term lease on a site large enough to simultaneously house the next three largest AI infra…7 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Every line of the income statement as filed: the last 1 fiscal year, latest first.8

Period ending2025-12-31
General and administrative$177.8M
Total expenses$177.8M
Loss from operations-$177.8M
Interest income (expense), net$3.7M
Other income (expense), net-$312.3M
Total other income (expense)-$308.6M
Net loss-$486.4M
Net loss per share basic (in dollars per share)-$1.13
Net loss per share diluted (in dollars per share)-$1.13
Weighted average shares outstanding basic (in shares)468.0M shares
Weighted average shares outstanding diluted (in shares)468.0M shares

Compare Fermi Inc with another company

Corporate structure

Fermi Inc sits at the top of its group. 15 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Fermi Inc

  • Robert R. Neugebauer Filed SCHEDULE 13G/A on Fermi Inc, latest Aug 14, 2026 (2 filings since Nov 14, 2025)
  • Caddis Holdings, LP Filed SCHEDULE 13G on Fermi Inc, latest Jul 20, 2026 (4 filings since May 15, 2026)
  • Pencross Energy, LLC Filed SCHEDULE 13G/A on Fermi Inc, latest May 15, 2026 (3 filings since Nov 6, 2025)
  • Griffin Perry Filed SCHEDULE 13G/A on Fermi Inc, latest Apr 15, 2026 (2 filings since Nov 14, 2025)
  • Toby R. Neugebauer Filed SCHEDULE 13G on Fermi Inc, latest Nov 14, 2025
  • Fermi Inc Amarillo, Texas, United States
    • Carson County Investments LLC Subsidiary · Delaware, United States
    • Fermi Campus 1 LLC Subsidiary · Delaware, United States
    • Fermi Construction LLC Subsidiary · Texas, United States
    • Fermi Equipment Holdco LLC Subsidiary · Delaware, United States
    • Fermi Gas 1 LLC Subsidiary · Texas, United States
    • Fermi High Voltage Warehouse LLC Subsidiary · Texas, United States
    • Fermi Mobile Gen LLC Subsidiary · Texas, United States
    • Fermi Nuclear LLC Subsidiary · Texas, United States
    • Fermi Services LLC Subsidiary · Texas, United States
    • Fermi SPE LLC Subsidiary · Delaware, United States
    • Fermi Turbine Warehouse LLC Subsidiary · Texas, United States
    • Fermi Warehouse LLC Subsidiary · Texas, United States
    • Fermi Water LLC Subsidiary · Texas, United States
    • Firebird Equipment Holdco LLC Subsidiary · Texas, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Fermi Inc reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Computer equipment and software$3.0M8 Dec 31, 2025
Property and equipment, before depreciation$935.3M8 Dec 31, 2025
Accumulated depreciation$08 Dec 31, 2025
Property and equipment, net$935.3M8 Dec 31, 2025
Operating-lease assets (leased space)$21.7M8 Dec 31, 2025

Real estate and locations

ItemLatestA year beforeChange
Area of land15.0 million sq ft8 Dec 31, 2025

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$408.5M8 Dec 31, 2025

Properties, in its own words

Our principal executive offices are located at 620 S. Taylor Street, Suite 301, Amarillo, Texas 79101, where we lease office space to support our administrative and corporate functions. In addition, we lease a modular office trailer located on the Project Matador campus that supports on-site project management, administrative, and operational activities. The trailer is a prefabricated unit equipped with standard office infrastructure, including HVAC, electrical service, and telecommunications connectivity, and is connected to site utilities as required. We believe these facilities are adequate for our near-term needs. If required, we believe that suitable additional or alternative space would be available in the future on commercially reasonable terms.

Item 2 of the 10-K filed Mar 30, 2026.7

Leadership

Who has led Fermi Inc, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Lee A. McIntire2026–now

Chief financial officer

  1. Miles E. Everson2025–now

Chief operating officer

  1. Blanes Jacobo Ortiz2025–now
Board members and other officers (9)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Carson County Investments LLC Delaware6
  • Fermi Campus 1 LLC Delaware6
  • Fermi Construction LLC Texas6
  • Fermi Equipment Holdco LLC Delaware6
  • Fermi Gas 1 LLC Texas6
  • Fermi High Voltage Warehouse LLC Texas6
  • Fermi Mobile Gen LLC Texas6
  • Fermi Nuclear LLC Texas6
  • Fermi SPE LLC Delaware6
  • Fermi Services LLC Texas6
  • Fermi Turbine Warehouse LLC Texas6
  • Fermi Warehouse LLC Texas6
  • Fermi Water LLC Texas6
  • Firebird Equipment Holdco LLC Texas6

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Fermi LLCJul 3, 2025 to Oct 1, 20255

Timeline

  1. Oct 14, 20268-K Regulation FD disclosure23
  2. Aug 31, 20268-K Director nominations; Other events24
  3. Aug 18, 2026New chief executive Lee A. McIntire becomes CEO11
  4. Aug 14, 20268-K Executive or director change25
  5. Aug 13, 20268-K Results of operations26
  6. Jul 23, 20268-K Executive or director change27
  7. Jul 21, 20268-K Executive or director change28
  8. Jul 15, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares29
  9. Jul 13, 20268-K Executive or director change30
  10. Jul 9, 20268-K Regulation FD disclosure; Other events31
  11. May 14, 20268-K Bylaws or fiscal year changed32
  12. May 14, 20268-K Results of operations33
  13. May 6, 20268-K Regulation FD disclosure34
  14. Oct 2025Went public Listed on NASDAQ1
  15. Jan 10, 2025Founded Fermi Inc is founded3

Calendar

Coming up

  1. Nov 12, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported ($0.84) a share, on Nov 10, 2025.35

When it reported results

  1. Aug 13, 2026Reported quarterly or annual results26
  2. May 14, 2026Reported quarterly or annual results33
  3. Mar 30, 2026Reported quarterly or annual results36
  4. Nov 10, 2025Reported quarterly or annual results37

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

161 filings to the SEC since October 2021: 2 annual reports, 3 quarterly reports, 25 major events, 29 insider forms, 12 large holders, 90 other. The latest 20:

  1. Oct 15, 20264 EDGAR
  2. Oct 14, 2026144 EDGAR
  3. Oct 14, 20268-K CURRENT REPORT EDGAR
  4. Oct 13, 2026144 EDGAR
  5. Oct 2, 2026ARS EDGAR
  6. Oct 2, 2026DEF 14A PROXY STATEMENT EDGAR
  7. Sep 11, 2026PX14A6G NOTICE OF EXEMPT SOLICITATION EDGAR
  8. Sep 2, 20263 EDGAR
  9. Aug 31, 20268-K CURRENT REPORT EDGAR
  10. Aug 27, 20264 EDGAR
  11. Aug 18, 20264 EDGAR
  12. Aug 14, 202610-Q 10-Q FERMI SECOND QUARTER FORM 10-Q EDGAR
  13. Aug 14, 2026SCHEDULE 13G/A EDGAR
  14. Aug 14, 20268-K CURRENT REPORT EDGAR
  15. Aug 13, 20268-K FRMI FORM 8-K FOR Q2 2026 EARNINGS RELEASE EDGAR
  16. Jul 23, 20268-K CURRENT REPORT EDGAR
  17. Jul 21, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
  18. Jul 20, 2026SCHEDULE 13G EDGAR
  19. Jul 15, 20268-K CURRENT REPORT EDGAR
  20. Jul 13, 20268-K CURRENT REPORT EDGAR

The 161 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

10 open-market trades by officers, directors and large owners since October 2021: 0 buys and 10 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 30, 2026Perry James RichardDirectorSale863,637$7.31$6.3MForm 4
Jun 3, 2026Uzman MesutChief Nuclear Constr. OfficerSale158,541$6.31$1.0MForm 4
Apr 9, 2026Hamilton Charles LynnChief Site Development OfficerSale398,140$4.58$1.8MForm 4
Apr 9, 2026Ortiz Blanes JacoboChief Operating OfficerSale427,363$4.58$2.0MForm 4
Apr 9, 2026Everson Miles E.DirectorSale427,004$4.58$2.0MForm 4
Apr 8, 2026Hamilton Charles LynnChief Site Development OfficerSale375,950$4.91$1.8MForm 4
Apr 8, 2026Ortiz Blanes JacoboChief Operating OfficerSale403,545$4.91$2.0MForm 4
Apr 8, 2026Everson Miles E.DirectorSale403,205$4.91$2.0MForm 4
Mar 31, 2026Perry Griffin10% ownerSale2,000,000$5.54$11.1MForm 4
Mar 30, 2026Perry Griffin10% ownerSale9,000,000$5.02$45.2MForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

  • Robert R. NeugebauerSCHEDULE 13G/A, 2 filings Nov 14, 2025 to Aug 14, 202638
  • Caddis Holdings, LPSCHEDULE 13G, 4 filings May 15, 2026 to Jul 20, 202639
  • Pencross Energy, LLCSCHEDULE 13G/A, 3 filings Nov 6, 2025 to May 15, 202640
  • Griffin PerrySCHEDULE 13G/A, 2 filings Nov 14, 2025 to Apr 15, 202641
  • Toby R. NeugebauerSCHEDULE 13G, 1 filing Nov 14, 202542

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Charlie HamiltonChief Site Development Officer$125.0K$134.2M43
2025Jacobo OrtizChief Operating Officer$125.0K$134.2M43
2025Miles EversonChief Financial Officer and Secretary$125.0K$134.2M43
2025Toby NeugebauerChief Executive Officer$125.0K$48.0M43

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
SRS Investment Management, LLC20,205,579$185.1M1.7%New
Citadel Advisors LLC8,587,055$78.7M0.0%+2,365,349
Point72 Asset Management, L.P.7,036,123$64.5M0.1%+5,790,511
D. E. Shaw & Co., Inc.5,418,891$49.6M0.0%+4,590,533
Millennium Management LLC4,303,619$39.4M0.0%+4,244,460
BlackRock, Inc.4,202,985$38.5M0.0%+3,397,240
Marshall Wace, Llp4,160,290$38.1M0.0%+3,883,540
ExodusPoint Capital Management, LP4,068,302$37.3M0.3%+4,037,542
Gotham Asset Management, LLC3,943,404$36.1M0.1%+3,586,239
Nexpoint Asset Management, L.P.3,941,477$36.1M2.4%+2,639,999
Vanguard Portfolio Management LLC3,852,877$35.3M0.0%+3,683,020
Goldman Sachs Group Inc3,802,523$34.8M0.0%−1,634,934
BlueCrest Capital Management Ltd3,632,795$33.3M1.5%New
CastleKnight Management LP3,292,022$30.2M1.1%+3,138,422
UBS Group AG3,204,530$29.4M0.0%−5,712,668
Cetera Investment Advisers3,170,950$29.0M0.0%+1,969,852
Vanguard Capital Management LLC3,144,803$28.8M0.0%+3,024,665
Alyeska Investment Group, L.P.2,886,836$26.4M0.1%+1,303,979
Susquehanna International Group, Llp2,702,576$24.8M0.0%+1,320,121
Ratan Capital Management LP2,158,749$19.8M6.4%New
Jane Street Group, LLC2,143,467$19.6M0.0%+1,650,416
Two Sigma Investments, LP2,132,185$19.5M0.0%+1,563,135
State Street Corp2,114,723$19.4M0.0%+1,515,740
Bank Of America Corp /de/1,949,698$17.9M0.0%+1,455,061
Balyasny Asset Management L.P.1,653,320$15.1M0.0%+639,706

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Fermi Inc is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARFermi Inc.2
  • CIK0002071778
  • Employer ID (EIN)33-35604687
  • Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; not a shell company7
  • Incorporated inTexas7
  • Fiscal year endsDecember 312
  • Industry code (SIC)6798 Real Estate Investment Trusts2
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance2
  • Business address1845 Woodall Rodgers Fwy, Suite 1100, Dallas, TX 752012
  • Phone214-894-78552
  • Shares outstanding640,467,348 as of Aug 10, 202610
  • Public float$0 as of Dec 31, 202544
  • AuditorErnst & Young LLP, Fort Worth, Texas PCAOB ID 42; no auditor attestation of internal control over financial reporting7
  • On EDGAR sinceJul 3, 20252
  • Filings161 in all: DFAN14A (47), 8-K (23), 4 (16), 3 (13), CORRESP (6), SCHEDULE 13G (5), UPLOAD (5), 144 (4)2
    All 34 form types

    DEFA14A (4), SCHEDULE 13G/A (4), 10-Q (3), PRRN14A (3), S-11/A (3), 8-K/A (2), DEFC14A (2), PREC14A (2), SCHEDULE 13D/A (2), 10-K (1), 10-K/A (1), 424B4 (1), 8-A12B (1), ARS (1), CERT (1), DEF 14A (1), DRS (1), DRS/A (1), DRSLTR (1), EFFECT (1), PREN14A (1), PRER14A (1), PX14A6G (1), S-11 (1), S-8 (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Mar 30, 2026
    Quarterly report (10-Q) Aug 14, 2026
    Proxy statement (DEF 14A) Oct 2, 2026
    Latest 8-K (8-K) Oct 14, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.001 par valueFRMIThe Nasdaq Stock Market LLC
Common Stock, $0.001 par valueFRMI

From the cover page of the 10-K filed Mar 30, 2026 (Section 12(b) of the Exchange Act).7

Risk factors and legal proceedings

The risks Fermi Inc names in Item 1A of its 10-K filed Mar 30, 2026: 74 risks under these headings, as written.7

  • Risks Related to Our Business and Industry
  • We are a development-stage company with no operating history or historical revenue, and we face execution risk across all major components of our business.
  • We have not yet constructed our facilities or entered into any binding contracts with any tenants, and there is no guarantee that we will be able to do so in the future. Our limited commercial operating history makes it difficult to evaluate our prospects, the risks and challenges we may encounter and our total potential addressable market. Any delays or setbacks we may experience could have a material adverse effect on our business, financial condition and results of operations, and could harm our reputation.
  • We are a development stage company with a history of financial losses (e.g., negative cash flows), and we expect to incur significant expenses and continuing financial losses at least until Project Matador becomes commercially viable, which may never occur. We will require substantial additional future funding to support our operations and implementation of our growth plans.
  • We will require significant additional capital to construct and complete Project Matador, and we may not be able to secure such financing on time with acceptable terms, or at all, which could cause delays in our construction, lead to inadequate liquidity and increase overall costs.
  • We are dependent on third-party manufacturing and supply chain relationships to develop and lease our facilities. Our reliance on third parties and suppliers involves certain risks that may result in increased costs, delays, and loss of revenue.
  • We will need to hire additional skilled employees as we grow and scale up Project Matador, and there is no assurance we will be successful in recruiting, hiring, and training the personnel we need.
  • If members of our board of directors or senior management team are unable to align on strategic direction, capital allocation, operational priorities, or other significant matters, such differences in perspective could result in delays in decision-making, the departure of key personnel, disruption to our operations, or an inability to execute on our business strategy.
  • The data center and energy markets are highly competitive and rapidly evolving.
  • AI and Large-scale Language Model “LLM” infrastructure requirements are changing faster than conventional infrastructure can be developed.
  • The AI and hyperscaler market may not adopt our private infrastructure platform at the speed or scale we anticipate.
  • Technological advances or disruptive innovations, specifically advancements in AI, may outpace our development cycle, and we are exposed to technology obsolescence across all major asset classes.
The other 63 risks
  • We may not achieve tenant adoption at the pace or pricing levels required for financial viability.
  • We may not enter into a definitive lease with the First Tenant or any other tenant.
  • We depend on third-party vendors, contractors, and consultants to support our business.
  • Terrorist attacks, cyberattacks and threats may compromise the integrity of our hybrid grid systems and could have a material adverse effect on our business, financial condition, and results of operations.
  • Our use of technologies and systems that use AI or LLMs, given the dynamic state of such technologies, may cause inadvertent or unexpected impacts that may introduce new operational, legal, and regulatory risks that could adversely affect our business, financial condition, or results of operations.
  • Risks Related to Project Matador
  • Project Matador is an unprecedented, large-scale, multi-phase development effort that presents significant planning, execution, and coordination risks.
  • Our ability to develop and retain site control depends on maintaining our leasehold interest with the Texas Tech University System.
  • The scale of infrastructure planned at Project Matador will require extensive permitting, interconnection, and third-party coordination.
  • We may face significant construction delays and global supply chain disruptions that could materially impact project timelines and costs.
  • High demand for, constraints on the supply of, and increasing costs for industrial scale gas-fired turbines could lead to significant delays in our ability to develop the natural gas-fired power generation infrastructure we will need to achieve our power delivery goals on the schedule we are projecting.
  • Westinghouse Reactors and SMRs can be costly and time consuming to construct and commercialize. Delays and cost overruns arising from issues with our procurement, regulatory approvals, construction and commercialization of nuclear reactors may materially adversely affect our business.
  • We may be subject to credit risks.
  • We may face physical site risks, including severe weather events, environmental conditions, or other disasters which could result in an interruption of our operations, a delay in the completion of Project Matador, higher construction costs and the deferral of the dates on which we could receive revenue, all of which could adversely affect us.
  • Any failure of our physical infrastructure, or acts of theft or vandalism to our physical infrastructure, could lead to significant costs and disruptions that could reduce our revenue and harm our business reputation and financial results.
  • Our construction and delivery timeline estimates for our facilities and other equipment may increase due to a number of factors, including the degree of pre-fabrication, standardization, on-site construction, long-lead procurement, contractor performance, facility pre-operational and startup testing, demand for repairs and other site-specific considerations.
  • Our business operations rely heavily on securing agreements with suppliers for essential materials, equipment, and components which will be used to construct Project Matador facilities.
  • The proximity of the Project Matador Site to the Pantex Plant introduces potential federal scrutiny.
  • We are dependent on early infrastructure milestones to unlock downstream development phases.
  • Construction risk is amplified by the multi-vertical, high-voltage, high-capacity nature of the Project Matador Site.
  • We may not maintain eligibility for the full amount of tax abatements granted to us by Carson County.
  • Risks Related to Our Regulatory Environment and Energy Generation
  • Nuclear energy development is subject to extensive regulation and uncertainty, which could materially delay or impair our business.
  • We may not obtain timely or successful regulatory approvals for nuclear development, which would materially impair our business model.
  • We may not be able to obtain sufficient water resources for our operations, which could materially impair our operations or impact our ability to expand our operations.
  • Connecting Project Matador with Tier 1 data center markets will require amplification and may introduce other risks associated with long-distance fiber connections.
  • Our costs to comply with federal, state and local environmental laws and regulations—both existing and new—may be material.
  • If we cannot obtain required permits, licenses and regulatory clearance or approvals for Project Matador or our operations, or are unable to maintain such permits, licenses or approvals, we may not be able to continue or expand our operations.
  • Decommissioning costs and unresolved spent nuclear fuel storage and disposal policy issues, as well as current U.S. policy related to storage and disposal of used fuel from our power plant, and/or negative customer perception of risks relating to these policies could have a significant negative impact on our business prospects, financial condition, results of operations, and cash flows.
  • We are subject to laws and regulations governing the use, transportation, and disposal of toxic, hazardous and/or radioactive materials. Failure to comply with these laws and regulations could result in substantial fines and/or enforcement actions.
  • Nuclear project execution depends on specialized vendors, whose failure or delay could materially impact our business.
  • We face significant risk associated with interconnecting and operating private energy infrastructure at scale.
  • We will be subject to execution risks with respect to our natural gas, solar and BESS power sources.
  • We are subject to complex, evolving, and potentially burdensome regulatory requirements.
  • Accidents involving nuclear power facilities, including but not limited to events similar to the Three Mile Island or Fukushima Daiichi nuclear accidents, or other high profile events involving radioactive materials, could materially and adversely affect the public perception of the safety of nuclear energy, our customers and the markets in which we operate and potentially decrease demand for nuclear energy or facilities, increase regulatory requirements and costs or result in liabilities or claims that could materially and adversely affect our business.
  • We are subject to federal environmental review processes, including NEPA, that may materially delay or restrict project development.
  • Influential political actors, shifting domestic policy priorities, and organized opposition by politically connected stakeholders could materially adversely affect our ability to develop, finance, and operate Project Matador.
  • Our operations and infrastructure may be materially adversely affected by geopolitical risks, including cyberattacks and physical disruptions by nation-state actors and other hostile parties.
  • Regulatory changes or political shifts could materially adversely affect nuclear licensing and financial feasibility.
  • Commodity prices (particularly for natural gas) could impact the economic viability of our businesses or impair our ability to commence operations if we are not able to adequately pass through the cost of natural gas and other raw materials to our tenants.
  • Our natural gas supply will be subject to market volatility and pipeline transportation risk.
  • Solar and battery deployment is subject to permitting, environmental, and production risks.
  • Our energy generation strategy requires multi-year planning and access to specialized equipment.
  • We may be subject to opposition from environmental groups, litigation, or reputational campaigns, which could delay permitting or reduce site flexibility.
  • The Project Matador Site’s location near the former Pantex Plant presents certain restrictions on the development of operations.
  • Risks Related to Tenant Concentration and Leasing
  • Our near-term revenue may be heavily concentrated among a small number of anchor tenants.
  • Failure of any major tenant to perform under its lease could result in material financial losses.
  • Our leases may include operational covenants that create performance liability.
  • Our ability to scale leasing revenue depends on the timely delivery of powered shells and infrastructure-ready pads.
  • Tenant consolidation or vertical integration could reduce long-term leasing demand.
  • We may be required to offer lease concessions or capital subsidies to secure long-term tenants.
  • Subtenant improvements impact our leaseback model and base rent escalations.
  • Risks Related to REIT Qualification
  • We intend to be classified as a REIT for U.S. federal income tax purposes commencing with our short taxable year ended December 31, 2025. Our failure to qualify or maintain our qualification as a REIT for U.S. federal income tax purposes would reduce the amount of funds we have available for distribution and limit our ability to make distributions to our shareholders.
  • Restrictions on ownership of our capital stock may adversely affect our stock price and/our business and we could fail to qualify as a REIT as a result of such restrictions.
  • Qualification as a REIT involves a highly technical and evolving set of requirements.
  • Certain energy infrastructure assets may be non-qualifying assets, and certain of energy infrastructure activities may generate non-qualifying income for REIT purposes.
  • Legislative or other actions affecting REITs could have a negative effect on us, including our ability to qualify as a REIT or the U.S. federal income tax consequences of such qualification.
  • There are limits on our ownership of TRSs and our transactions with a TRS may cause us to be subject to a 100% penalty tax on certain income or deductions if those transactions are not conducted on arm's-length terms.
  • Complying with REIT requirements may cause us to forego otherwise attractive opportunities or liquidate otherwise attractive investments.
  • Complying with REIT requirements may limit our ability to hedge our liabilities effectively and may cause us to incur tax liabilities.
  • The prohibited transactions tax may limit our ability to dispose of assets.
  • Dividends on our common stock do not qualify for the reduced tax rates available for some dividends.
  • The board of directors’ revocation of the Company’s REIT status without shareholder approval may decrease the Company’s shareholders’ total return.
  • In order to preserve our REIT status, our Charter limits the number of shares a person may own, which may discourage a takeover that could result in a premium price for our common stock or otherwise benefit our shareholders.
  • Our relative lack of experience in operating under the constraints imposed on us as a REIT may hinder the achievement of our investment objectives and/or may cause us to fail to qualify as a REIT.
  • Risks Related to Our Governance and Operating Model

Legal proceedings

We are involved in, and may in the future become involved in, legal proceedings, claims, and governmental or regulatory investigations arising in the ordinary course of business. These matters may relate to, among other things, commercial matters and contracts, intellectual property, labor and employment, discrimination, regulatory matters, competition, tax, consumer protection, torts, real estate, privacy and data protection, and securities.

The matters described below are those that we believe are material:

Putative Securities Class Action

On January 5, 2026, a putative securities class action complaint was filed in the U.S. District Court for the Southern District of New York captioned Lupia v. Fermi Inc., et al., Case No. 1:26-cv-00050. The complaint names the Company, certain of our directors and officers, and certain underwriters of our initial public offering as defendants. The complaint

The opening of Item 3, Legal Proceedings.7

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
    Company websiteFermi Inc logo
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44