Walter E. Carter - Dec 13, 2021 Form 4/A - Amendment Insider Report for TERAWULF INC. (WULF)

Role
Director
Signature
/s/ Kenneth J. Deane, as attorney-in-fact for Walter E. Carter
Stock symbol
WULF
Transactions as of
Dec 13, 2021
Transactions value $
-$24,645
Form type
4/A - Amendment
Date filed
6/23/2022, 03:08 PM
Date Of Original Report
Dec 15, 2021
Next filing
Jun 24, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WULF Common stock, $0.001 par value per share Award +26.4K 26.4K Dec 13, 2021 Direct F1, F2
transaction WULF Common stock, $0.001 par value per share Award $2.22K +98 +0.37% $22.64* 26.5K Dec 17, 2021 Direct
transaction WULF Common stock, $0.001 par value per share Award $19.9K +941 +3.56% $21.16* 27.4K Dec 17, 2021 Direct
transaction WULF Common stock, $0.001 par value per share Disposed to Issuer -$46.8K -5.53K -20.19% $8.46 21.9K Mar 30, 2022 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Received in connection with the agreement and plan of merger, dated as of June 24, 2021 (as amended, supplemented or otherwise modified prior to the date hereof), by and among TeraWulf Inc. (formerly known as Telluride Holdco, Inc.), a Delaware corporation ("TeraWulf"), IKONICS Corporation, a Minnesota corporation ("IKONICS"), Telluride Merger Sub I, Inc., a Minnesota corporation ("Merger Sub I"), Telluride Merger Sub II, Inc., a Delaware corporation ("Merger Sub II"), and TeraCub Inc. (formerly known as TeraWulf Inc.), a Delaware corporation ("TeraCub"), pursuant to which (i) Merger Sub I, a wholly-owned subsidiary of TeraWulf, which was a wholly-owned subsidiary of IKONICS, merged with and into IKONICS (the "First Merger"), with IKONICS surviving the First Merger as a wholly-owned subsidiary of TeraWulf, and (cont'd on FN 2)
F2 (cont'd from FN 1) (ii) Merger Sub II, a wholly-owned subsidiary of TeraWulf, merged with and into TeraCub (the "Second Merger"), with TeraCub surviving the Second Merger as a wholly-owned subsidiary of TeraWulf. The Reporting Person received the shares of common stock, $0.001 par value per share, of TeraWulf (the "Shares") as consideration for the Second Merger. The Reporting Person disclaims beneficial ownership of the Shares except to the extent of his pecuniary interest therein, and the inclusion of the Shares in this report shall not be deemed an admission of beneficial ownership of all of the reported Shares for purposes of Section 16 of the Securities Exchange of 1934, as amended, or for any other purpose. This Form 4 amends the original Form 4 filed on December 15 to include an additional 4,600 shares received by the Reporting Person in connection with the merger.
F3 In connection with this disposition transaction reported on this Form 4, the Reporting Person has agreed to voluntarily remit appropriate profits, if any, to the Issuer, with respect to such shares.
F4 The transaction was executed in multiple trades at prices ranging from $8.45 to $8.47. The price reported above reflects the weighted average purchase prices on the date indicated. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.