Form 4/A for WULF TERAWULF INC.
Accepted 2022-06-23 00:00:00 ET · period of report 2021-12-13 · accession 0000950142-22-002005 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| A | 2022-06-23 | 2022-03-30 | WULF | Carter Walter E. | Dir | D - Sale to Iss | $8.46 | -5,529 | 21.9K | -20% | -$46.8K |
| MA | 2022-06-23 | 2021-12-13+ | WULF | Carter Walter E. | Dir | A - Grant | $21.30 | +27.4K | 26.4K | New | +$583.4K |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common stock, $0.001 par value per share | 2022-03-30 | D | D | 5,529 | $8.46 | 21,862 | D | — | — | (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. (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. |
| 2 | Common | Common stock, $0.001 par value per share | 2021-12-17 | A | A | 941 | $21.16 | 27,391 | D | — | — | |
| 3 | Common | Common stock, $0.001 par value per share | 2021-12-17 | A | A | 98 | $22.64 | 26,450 | D | — | — | |
| 4 | Common | Common stock, $0.001 par value per share | 2021-12-13 | A | A | 26,352 | — | 26,352 | D | — | — | (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. (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) |