NVIDIA signed guaranties for leases at an Ohio AI data center campus, with its initial commitment capped at $105 billion
In an 8-K filed Aug 17, 2026, NVIDIA said it signed residual value guaranties with SB Energy for leases covering about 4.25 gigawatts of IT load, with an OpenAI affiliate as tenant.
NVIDIA entered into residual value guaranties with SB Energy, the lessor, on Aug 17, 2026, for leases covering about 4.25 gigawatts of IT load at an AI data center campus in Pike County, Ohio. NVIDIA's total payment obligation for this initial commitment was capped at $105 billion. An affiliate of OpenAI was to be the tenant, and NVIDIA said the arrangement had secured it land, power and shell capacity at the site to host its AI compute infrastructure. The filing is an 8-K, the report a US-listed company files when something material happens, and it carries items 1.01 (a material agreement), 2.03 (a new financial obligation) and 7.01 (a Regulation FD disclosure, here a press release).1,2,3,4,5,6
Under the agreements, NVIDIA was to pay if the tenant's insolvency caused a default under a lease, or if the tenant failed to pay under one. NVIDIA would then generally cover the shortfall between the lease's guaranteed minimum value and what a replacement lease or a sale recovered. The tenant had agreed to reimburse and indemnify NVIDIA for any amount NVIDIA actually paid the lessor. The payments depended on conditions, among them that SB Energy had met the leases' ready-for-service conditions, then expected to begin in 2028. Each guaranty generally was to take effect when its lease began and to end at the earliest of several events, among them the 20th anniversary of the lease's start and the tenant reaching a satisfactory credit rating.7,8,9,10,11,12
The tenant was to use the capacity to deploy NVIDIA's DSX AI factory platform, subject to limited exceptions. NVIDIA could also provide credit support for about 3.8 gigawatts more at the site, at its sole discretion. In a press release attached to the filing, NVIDIA said it would invest $1.5 billion in SB Energy, whose existing investors included SoftBank Group and OpenAI, and that SB Energy would build, own and operate the data center under a 20-year lease to OpenAI. For scale, NVIDIA reported revenue of $215.94 billion for the year ended Jan 25, 2026.13,14,15,16,17
The 8-K said its description of the agreements was not complete and deferred to their full text, the form of which NVIDIA said it would file as an exhibit to its 10-Q, the quarterly report, for the quarter ended Jul 26, 2026. NVIDIA filed that 10-Q on Aug 26, 2026.18,19
How each figure was checked
- NVIDIA entered into residual value guaranties with SB Energy on Aug 17, 2026 for leases covering about 4.25 gigawatts of IT loadAug 17, 2026; 4.25 gigawattsSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- the campus is in Pike County, OhioPORTS Technology Campus, Pike County, OhioSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- NVIDIA's aggregate payment obligation for its initial commitment is capped at $105 billion$105 billionSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- an affiliate of OpenAI will be the tenantOpenAISEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- NVIDIA says it secured land, power and shell capacity to host its AI computeland, power and shell capacitySEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- the items the 8-K reports1.01, 2.03, 7.01
- the two trigger eventsinsolvency; failure to paySEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- what NVIDIA pays on a trigger eventa shortfallSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- OpenAI agreed to reimburse and indemnify NVIDIAreimburse and indemnifySEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- payment conditions, ready for service expected from 20282028SEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- an agreement takes effect when its lease beginslease commencementSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- when the obligations end20th anniversarySEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- OpenAI is to deploy NVIDIA's DSX AI factory platform on the capacity4.25 gigawattsSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- NVIDIA can add credit support for about 3.8 gigawatts more3.8 gigawattsSEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- NVIDIA will invest $1.5 billion in SB Energy$1.5 billionNVIDIA press release, Exhibit 99.1 to the 8-K ↗
- SB Energy builds, owns and operates under a 20-year lease to OpenAI20-yearNVIDIA press release, Exhibit 99.1 to the 8-K ↗
- NVIDIA revenue for the year ended Jan 25, 2026$215.94 billion for the year from Jan 27, 2025 to Jan 25, 2026
- the 8-K's description is not complete; the form of the agreements will be an exhibit to the 10-QJuly 26, 2026SEC EDGAR, Form 8-K filed Aug 17, 2026 ↗
- the day NVIDIA filed its 10-Q for the quarter ended Jul 26, 2026Aug 26, 2026
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The record
- Company
- NVIDIA (CIK 1045810)
- Form
- 8-K
- Accession
- 0001045810-26-000069
- Filed
- Aug 17, 2026
- Period of report
- Aug 17, 2026
- Items
- 1.01 Material agreement, 2.03 New financial obligation, 7.01 Reg FD disclosure
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