Sachem Head stops calling its Ionic stake passive. Its swaps add exposure beyond 9.99%

Ionic Digital's stock since its July listingDaily close, July 28 to Oct. 20, 2026 ▲ 4.3%Show chartHide chart

IOND

Ionic Digital Inc. · Nasdaq

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Daily closes as traded · Close Prices from Tiingo.comColored dots are filings · White numbered dots are the news in this story · IOND on KeyVex

1. 1July 28, 2026 Ionic lists on Nasdaq. Sachem Head's preferred stock from the June placement turns into 2,264,150 common shares.
2. 2Aug. 19, 2026 Ionic issues its first earnings report as a public company. Leasing to Nscale was 90% of second-quarter revenue.
3. 3Sept. 10, 2026 Ionic says Texas's grid operator provisionally classified its request to power up the rest of Ward County's 700 megawatts. Ionic said it still targets 700 megawatts at the campus by the end of 2027.
4. 4Oct. 9, 2026 Sachem Head reports 9.99%, still on the passive form. Its Schedule 13G amendment certifies the shares are not held to influence control.
5. 5Oct. 20, 2026 Ferguson speaks about Ionic at an investor summit. "We think management is pretty good," he said, Reuters reported. Ionic closed at $65.62.

View the data (60 trading days)

Date	Close	Day change
2026-10-20	$65.62	+3.5%
2026-10-19	$63.39	+0.9%
2026-10-16	$62.81	−4.2%
2026-10-15	$65.59	−2.6%
2026-10-14	$67.33	−10.9%
2026-10-13	$75.59	−0.2%
2026-10-12	$75.71	−4.3%
2026-10-09	$79.15	−0.3%
2026-10-08	$79.39	−3.8%
2026-10-07	$82.54	−0.6%
2026-10-06	$83.08	−0.3%
2026-10-05	$83.32	+0.7%
2026-10-02	$82.72	−0.4%
2026-10-01	$83.06	+3.4%
2026-09-30	$80.33	−1.3%
2026-09-29	$81.40	−0.5%
2026-09-28	$81.82	−0.2%
2026-09-25	$81.98	−3.2%
2026-09-24	$84.69	−2.3%
2026-09-23	$86.64	+0.3%
2026-09-22	$86.41	+0.6%
2026-09-21	$85.89	+1.4%
2026-09-18	$84.74	−0.1%
2026-09-17	$84.85	+1.7%
2026-09-16	$83.43	+2.2%
2026-09-15	$81.65	+2.2%
2026-09-14	$79.86	−4.2%
2026-09-11	$83.39	+4.4%
2026-09-10	$79.88	+4.7%
2026-09-09	$76.26	−7.0%
2026-09-08	$81.96	+7.6%
2026-09-04	$76.17	+1.0%
2026-09-03	$75.40	+4.2%
2026-09-02	$72.37	+0.3%
2026-09-01	$72.15	+0.5%
2026-08-31	$71.82	+0.7%
2026-08-28	$71.31	−1.0%
2026-08-27	$72.02	+2.0%
2026-08-26	$70.63	+0.9%
2026-08-25	$70.00	+0.7%
2026-08-24	$69.55	+1.2%
2026-08-21	$68.73	−0.1%
2026-08-20	$68.77	+2.2%
2026-08-19	$67.30	+2.7%
2026-08-18	$65.50	−1.7%
2026-08-17	$66.66	+2.3%
2026-08-14	$65.15	−1.3%
2026-08-13	$66.00	+1.7%
2026-08-12	$64.91	+9.8%
2026-08-11	$59.10	−0.5%
2026-08-10	$59.40	−5.9%
2026-08-07	$63.12	+7.6%
2026-08-06	$58.65	−0.9%
2026-08-05	$59.20	−3.6%
2026-08-04	$61.44	−11.0%
2026-08-03	$69.04	−1.4%
2026-07-31	$70.01	+0.1%
2026-07-30	$69.95	+2.9%
2026-07-29	$68.00	+8.1%
2026-07-28	$62.90

Ionic peaked at $86.64 on Sept. 23 and closed at $65.62 on Oct. 20, its last close before the 13D. Source: Tiingo end-of-day closes, as traded, via KeyVex.Chart data

What Sachem Head owns

Sachem Head's funds hold 4.45 million Ionic shares, the 13D says. About 2.26 million came from a June private placement at $53 a share, which also brought warrants. That cost roughly $120 million. The funds bought the other 2.19 million on the market for about $142.2 million.13D

At the Oct. 20 close of $65.62, the 4.45 million shares were worth about $292 million, by KeyVex's math.Chart data13D The filing lists no purchases in the 60 days before it, only two transfers between Sachem Head's own funds.Annex A

The position goes beyond the 9.99%. The funds hold warrants, rights to buy 905,658 more shares at $63.60, $74.20 and $87.45, good until June 2031.13D They also have cash-settled swaps tied to 1.5 million shares, contracts with financial institutions that the 13D does not count in the stake.13D

0 shares1,000,000 shares2,000,000 shares3,000,000 shares4,000,000 shares

Shares from the June placementBought at $53.00; can't be sold below $70 until Jan. 24, 2027

2,264,150 shares

Shares bought on the marketAbout $142.2 million in all

2,185,850 shares

Cash-settled swapsWith unaffiliated financial institutions

1,500,000 shares

Warrant shares blocked by the capExercise prices $63.60, $74.20 and $87.45

855,533 shares

View the data

Part of the position	Shares	Note
Shares from the June placement (Bought at $53.00; can't be sold below $70 until Jan. 24, 2027)	2,264,150 shares	Counted in the 9.99%
Shares bought on the market (About $142.2 million in all)	2,185,850 shares	Counted in the 9.99%
Cash-settled swaps (With unaffiliated financial institutions)	1,500,000 shares	Not counted in the 9.99%
Warrant shares blocked by the cap (Exercise prices $63.60, $74.20 and $87.45)	855,533 shares	Not counted; 50,125 more warrant shares are counted

The 9.99% also counts 50,125 warrant shares, for 4,500,125 in all. Source: Sachem Head Schedule 13D, Oct. 21, 2026.13D

The limits in Sachem Head's own deals

Each Sachem Head fund has given Ionic a written election "irrevocably electing" that the warrants' 9.99% cap on exercises cannot be raised or waived while it holds them, the 13D says.13D That cap is why the 13D leaves 855,533 of the warrant shares out of its count.13D

The June deal also locked up the placement shares and 98% of the warrants for 180 days after Ionic's July 28 listing. That runs to Jan. 24, 2027, by KeyVex's math. Until then, the fund may sell those shares only at a price above $70.00.13DProspectus Ionic has closed below $70 every day since Oct. 13, when it closed at $75.59.Chart data

Ionic's rules for changing its board

Schedule 13DItem 4: Purpose of TransactionSachem Head Capital Management LP and related reporting persons · accepted Oct. 21, 2026, 8:30 a.m. ET

The Reporting Persons intend to engage in discussions with the Issuer's management and board of directors (the "Board"), other stockholders of the Issuer and other interested parties on issues that may relate to the business, management, operations, assets, capitalization, financial condition, strategic plans, governance and Board composition and the future of the Issuer.

Ionic has seven directors in three classes with staggered three-year terms, its prospectus says. The three Class III seats, held by Thomas DiFiore, Scott Duffy and chief executive Andy Stewart, come up at the 2027 annual meeting. The others run to 2028 and 2029.ProspectusQ2 release

Ionic's stockholders can act only at a meeting, not by signing written consents. Only the chair, a board majority or holders of at least 25% of the voting stock can call a meeting between annual ones. Only the board can fill a vacancy or change the board's size, and nominations need advance written notice.Prospectus While the board is classified, directors can be removed only for cause, the prospectus says.Prospectus

Three current directors, chair Elizabeth LaPuma, Michael Abbate and Oliver Wiener, were nominated or appointed in connection with a litigation settlement and a cooperation agreement, the prospectus says. The other parties to that agreement were Figure Markets Holdings, GXD Labs and certain stockholders.Prospectus

The business Ferguson pitched

Ionic leases its Ward County, Texas, campus to Nscale, a London-based AI infrastructure company, Reuters reported.Reuters The lease runs 126 months and is triple-net, so the tenant also covers costs such as taxes and insurance.10-Q Leasing was 90% of Ionic's $48.6 million in second-quarter revenue, and cash payments for 234 megawatts began in August.Q2 release Nvidia guarantees the rent for the first five years, up to $860.3 million, the 10-Q says.10-Q

Microsoft is the end customer for the site, Ferguson said, and an expansion in Ward County and sites in Midland, Texas, would help the stock, Reuters reported.Reuters Ionic targets 700 megawatts at Ward County by the end of 2027. Texas's grid operator has classified the request only provisionally, subject to audit, Ionic said on Sept. 10.8-K

Ionic's own prospectus says it has only one customer in its digital infrastructure business. If it lost one or more of its large customers, its operating results "could suffer dramatically," it says.Prospectus

What the filing leaves open

The 13D says Sachem Head may buy more shares, sell some or all, or hedge. That depends on its talks, the board's actions and the stock price, among other things, it says.13D Beyond reserving the standard list of possible actions in Item 4, it names no demand, no director candidate and no plan. As of the morning of Oct. 21, Ionic had filed nothing with the SEC in response.EDGAR

What to watch

1. Jan. 24, 2027

   The lock-up on Sachem Head's placement shares ends, 180 days after Ionic's listing, by KeyVex's math.

2. 2027

   Ionic's annual meeting, where the three Class III seats are up. Nominations need advance written notice.

3. End of 2027

   Ionic's target for 700 megawatts at Ward County, subject to the grid operator's final classification.