Paul B. Prager - Jan 2, 2025 Form 4 Insider Report for TERAWULF INC. (WULF)

Signature
/s/ Paul B. Prager
Stock symbol
WULF
Transactions as of
Jan 2, 2025
Transactions value $
$0
Form type
4
Date filed
1/3/2025, 06:25 PM
Previous filing
Oct 18, 2024
Next filing
Jan 10, 2025

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 +1.1M +123.04% 1.99M Jan 2, 2025 Direct F1
transaction WULF Common stock, $0.001 par value per share Disposed to Issuer -608K -30.51% 1.39M Jan 2, 2025 Direct F2
transaction WULF Common stock, $0.001 par value per share Other -500K -23.82% 1.6M Jan 3, 2025 By Stammtisch Investments LLC F3, F4
holding WULF Common stock, $0.001 par value per share 261K Jan 2, 2025 By Beowulf Electricity & Data Inc. F5
holding WULF Common stock, $0.001 par value per share 5K Jan 2, 2025 By Heorot Power Holdings LLC F6
holding WULF Common stock, $0.001 par value per share 655K Jan 2, 2025 By Lucky Liefern LLC F7
holding WULF Common stock, $0.001 par value per share 21.1M Jan 2, 2025 By Riesling Power LLC F8
holding WULF Common stock, $0.001 par value per share 1.6M Jan 2, 2025 By Stammtisch Investments LLC F4

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 Award $0 +1M $0.00 1M Jan 2, 2025 Common stock, $0.001 par value per share 1M Direct F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person received 1,100,000 restricted shares of the Issuer's common stock, $0.001 par value per share ("Common Stock"), which vested immediately but remain subject to a 1-year transfer restriction.
F2 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 restricted shares of Common Stock which vested on January 2, 2025, as reflected in this Form 4.
F3 500,000 shares of Common Stock were contributed to Somerset Goods and Services Trust for no consideration.
F4 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.
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 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.
F8 By Riesling Power LLC ("Riesling Power"). The Paul B. Prager 2020 Revocable Trust ("Prager Revocable Trust") is the sole member of Riesling Power. The Reporting Person is the sole trustee of the Prager Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Prager Revocable Trust. 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 will vest in accordance with their terms upon the achievement of specified performance goals between the grant date and the third anniversary of January 2, 2025, subject to the Reporting Person's continued employment or service with the Issuer through such date.