Paul B. Prager - 20 Oct 2023 Form 4 Insider Report for TERAWULF INC. (WULF)

Role: Chief Executive Officer, Director, 10%+ Owner
Signature: /s/ Paul B. Prager
Issuer symbol: WULF
Transactions as of: 20 Oct 2023
Net transactions value: $0
Form type: 4
Filing time: 24 Oct 2023, 21:36:06 UTC
Previous filing: 29 Sep 2023
Next filing: 03 Nov 2023
SEC: View on sec.gov

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	Other		-3,000,000	-63%		1,736,371	20 Oct 2023	By Allin Wulf LLC	F1, F2
transaction	WULF	Common stock, $0.001 par value per share	Other		+513,484			513,484	20 Oct 2023	Direct	F3
transaction	WULF	Common stock, $0.001 par value per share	Other		-513,484	-100%		0	20 Oct 2023	Direct	F4
holding	WULF	Common stock, $0.001 par value per share						2,921,026	20 Oct 2023	By Beowulf Electricity & Data Inc.	F5
holding	WULF	Common stock, $0.001 par value per share						525,000	20 Oct 2023	By Heorot Power Holdings LLC	F6
holding	WULF	Common stock, $0.001 par value per share						10,638	20 Oct 2023	By Somerset Operating Company, LLC	F7
holding	WULF	Common stock, $0.001 par value per share						20,568,267	20 Oct 2023	By Stammtisch Investments LLC	F8
holding	WULF	Common stock, $0.001 par value per share						654,706	20 Oct 2023	By Lucky Liefern LLC	F9

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	WULF	Warrants	Other		+141,726			141,726	20 Oct 2023	Common stock, $0.001 par value per share	141,726	$0.0100	Direct	F3
transaction	WULF	Warrants	Other		-141,726	-100%		0	20 Oct 2023	Common stock, $0.001 par value per share	141,726	$0.0100	Direct	F10
transaction	WULF	Warrants	Other		+141,726			141,726	20 Oct 2023	Common stock, $0.001 par value per share	141,726	$0.0100	By Allin WULF LLC	F10
transaction	WULF	Warrants	Other		+441,163			441,163	20 Oct 2023	Common stock, $0.001 par value per share	441,163	$1.00	Direct	F3
transaction	WULF	Warrants	Other		-441,163	-100%		0	20 Oct 2023	Common stock, $0.001 par value per share	441,163	$1.00	Direct	F11
transaction	WULF	Warrants	Other		+441,163			441,163	20 Oct 2023	Common stock, $0.001 par value per share	441,163	$1.00	By Allin WULF LLC	F11

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	3,000,000 shares of common stock, par value $0.01 per share ("Common Stock") were contributed to Somerset Goods and Services Trust for no consideration.
F2	By Allin WULF LLC ("Allin"). The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Allin. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
F3	NovaWulf Digital Private Fund LLC distributed warrants and shares of Common Stock to its members, including the Reporting Person.
F4	513,484 shares of Common Stock were contributed to Somerset Goods and Services Trust for no consideration.
F5	The shares were issued to Beowulf Electricity & Data Inc. ("Beowulf E&D") as incentive equity compensation pursuant to that certain Administrative and Infrastructure Services Agreement, dated as of April 27, 2021 and as amended on March 29, 2023, between Beowulf E&D and the issuer. The Reporting Person is the sole shareholder of Beowulf E&D and, as a result, may be deemed to beneficially own the shares of Common Stock held by Beowulf E&D. The Reporting Person disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
F6	By Heorot Power Holdings LLC ("Heorot"). The Reporting Person is the sole manager of Heorot and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Heorot. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose
F7	By Somerset Operating Company, LLC ("Somerset"). The Reporting Person is the sole manager of Somerset and, as a result, may be deemed to beneficially own the shares of Common Stock held by Somerset. The Reporting Person disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
F8	By Stammtisch Investments LLC ("Stammtisch"). The Reporting Person is the sole manager of Stammtisch and, as a result, may be deemed to beneficially own the shares of Common Stock held by Stammtisch. The Reporting Person disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
F9	By Lucky Liefern LLC. The Reporting Person is the sole manager of Lucky Liefern LLC and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Lucky Liefern LLC. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
F10	This transaction involved the Reporting Person's contribution of 141,726 penny warrants to Allin WULF LLC ("Allin"). The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the penny warrants held by Allin. The Reporting Person disclaims beneficial ownership of such penny warrants except to the extent of his pecuniary interest therein, and the inclusion of such penny warrants in this report shall not be deemed an admission of beneficial ownership of all of the reported penny warrants for purposes of Section 16 of the Exchange Act, or for any other purpose.
F11	This transaction involved the Reporting Person's contribution of 441,163 dollar warrants to Allin. The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the dollar warrants held by Allin. The Reporting Person disclaims beneficial ownership of such dollar warrants except to the extent of his pecuniary interest therein, and the inclusion of such dollar warrants in this report shall not be deemed an admission of beneficial ownership of all of the reported penny warrants for purposes of Section 16 of the Exchange Act, or for any other purpose.