Paul B. Prager - 25 Jun 2024 Form 4 Insider Report for TERAWULF INC. (WULF)

Signature
/s/ Paul B. Prager
Issuer symbol
WULF
Transactions as of
25 Jun 2024
Net transactions value
$0
Form type
4
Filing time
01 Jul 2024, 21:15:49 UTC
Previous filing
24 Jun 2024
Next filing
11 Jul 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 Other -2,000,000 -20% 8,198,883 25 Jun 2024 By Stammtisch Investments LLC F1, F2
transaction WULF Common stock, $0.001 par value per share Options Exercise +500,000 +112% 947,000 27 Jun 2024 Direct F3
transaction WULF Common stock, $0.001 par value per share Disposed to Issuer -276,500 -29% 670,500 01 Jul 2024 Direct F4
holding WULF Common stock, $0.001 par value per share 260,513 25 Jun 2024 By Beowulf Electricity & Data Inc. F5
holding WULF Common stock, $0.001 par value per share 5,000 25 Jun 2024 By Heorot Power Holdings LLC F6
holding WULF Common stock, $0.001 par value per share 10,638 25 Jun 2024 By Somerset Operating Company, LLC F7
holding WULF Common stock, $0.001 par value per share 654,706 25 Jun 2024 By Lucky Liefern LLC F8

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 Performance-Based Restricted Stock Units Options Exercise -500,000 -100% 0 27 Jun 2024 Common stock, $0.001 par value per share 500,000 Direct F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 2,000,000 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 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.
F3 The Reporting Person received performance stock units which vested in accordance with their terms upon the achievement of specified performance goals between the grant date and the third anniversary of January 9, 2024, as reflected in this Form 4, subject to the Reporting Person's continued employment or service with the Issuer through such date.
F4 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 June 27, 2024, as reflected in this Form 4.
F5 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.
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 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.
F9 Each performance stock unit represents a contingent right to receive one share of the Issuer's common stock, $0.001 par value per share.
F10 The performance stock units vested in accordance with their terms upon the achievement of specified performance goals between the grant date and the third anniversary of January 9, 2024, subject to the Reporting Person's continued employment or service with the Issuer through such date.