Paul B. Prager - May 22, 2024 Form 4 Insider Report for TERAWULF INC. (WULF)

Role: Chief Executive Officer, Director
Signature: /s/ Paul B. Prager
Stock symbol: WULF
Transactions as of: May 22, 2024
Transactions value $: $0
Form type: 4
Date filed: 5/24/2024, 05:15 PM
Previous filing: May 20, 2024
Next filing: Jun 7, 2024

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	Disposed to Issuer		-277K	-55.3%		224K	May 22, 2024	Direct	F1
transaction	WULF	Common stock, $0.001 par value per share	Other		-2M	-10.6%		16.9M	May 22, 2024	By Stammtisch Investments LLC	F2, F3
holding	WULF	Common stock, $0.001 par value per share						261K	May 22, 2024	By Beowulf Electricity & Data Inc.	F4
holding	WULF	Common stock, $0.001 par value per share						5K	May 22, 2024	By Heorot Power Holdings LLC	F5
holding	WULF	Common stock, $0.001 par value per share						655K	May 22, 2024	By Lucky Liefern LLC	F6
holding	WULF	Common stock, $0.001 par value per share						10.6K	May 22, 2024	By Somerset Operating Company, LLC	F7

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

Explanation of Responses:

Id	Content
F1	The disposition is due to withholding to cover taxes, as a result of the Reporting Person's election of net settlement with regard to the vesting of performance stock units, which vested on May 20, 2024, as reflected in a Form 4 filed on such date.
F2	2,000,000 shares of common stock, par value $0.001 per share ("Common Stock"), were contributed to the Beowulf Electricity & Data Employee Discretionary Trust for no consideration.
F3	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.
F4	By Beowulf Electricity & Data Inc. ("Beowulf E&D") 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.
F5	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
F6	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.
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.