CleanSpark EVP RSU vesting and tax share disposition
CLEANSPARK, INC. executive Scott Eugene Garrison reported routine equity compensation activity.
Rhea-AI Filing Summary
CLEANSPARK, INC. executive Scott Eugene Garrison reported routine equity compensation activity. He exercised 2,677 Restricted Stock Units, receiving the same number of common shares on May 13, 2026, and now directly holds 200,908 common shares.
On May 14, 2026, 1,192 shares were disposed of to cover tax obligations at a weighted average price of $13.9807 per share, based on trades between $13.97 and $13.985. He also retains a substantial package of unvested RSUs, performance units, and employee stock options that may convert into additional common shares over time, subject to vesting and performance conditions.
Positive
- None.
Negative
- None.
Insider Trade Summary
2,677 shares exercised/converted
Exercise
13 txns
Insider
Garrison Scott Eugene
Role
EVP, Chief Development Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise Price or Tax Liability | Common Stock | 1,192 | $13.9807 | $17K |
| Exercise | Restricted Stock Units | 2,677 | $0.00 | $0.00 |
| Exercise | Common Stock | 2,677 | $0.00 | $0.00 |
| holding | Employee Stock Options (Right to Buy) | -- | -- | -- |
| holding | Employee Stock Options (Right to Buy) | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Performance Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 1,211,248 contracts for 1,195,188 underlying shares (Direct);
Common Stock — 400,331 shares (Direct);
Employee Stock Options (Right to Buy) — 65,139 contracts (Direct);
Performance Stock Units — 120,000 contracts (Direct)
Footnotes (9)
- F1. This is a weighted average of prices for all sales made on May 14, 2026 ranging from $13.9700 to $13.9850. Upon request, the Reporting Person will provide to the SEC, the Issuer, or any security holder of the Issuer full information regarding the number of shares sold at each separate price.
- F2. These Options were granted on July 7, 2023 and vest in equal monthly installments over 36 months.
- F3. These Options were granted on May 14, 2021 and vested in equal monthly installments over 36 months.
- F4. These RSUs will vest on September 30, 2026.
- F5. These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028.
- F6. These RSUs vest in equal semiannual installments over three years on February 13, 2026, September 4, 2026, February 13, 2027, September 4, 2027, February 13, 2028, and September 4, 2028.
- F7. These RSUs vest in equal quarterly installments on February 13, 2026, May 13, 2026, August 13, 2026, December 3, 2026, February 12, 2027, May 13, 2027, August 13, 2027, and December 3, 2027.
- F8. These RSUs vest in equal annual installments over three years on March 20, 2027, March 20, 2028, and March 20, 2029, subject to the Reporting Person's continued employment or service with the Issuer through each such date.
- F9. Vesting of these Long-Term Incentive Plan ("LTIP") awards is contingent on the common stock achieving a specified target market price of at least $18.80 based on a 20-trading day average during the period ending March 20, 2027, subject to the Reporting Person remaining employed by the Issuer on the vesting date of March 20, 2029. The reported LTIP awards do not include LTIP awards in respect of a maximum of 120,000 shares of common stock for which such awards will vest in accordance with their terms upon achievement of specified performance goals tied to gross power under leases to customers for data centers, with threshold performance at 600 MW gross and maximum payout at 800 MW gross, during the period ending March 20, 2027, subject to the Reporting Person remaining employed by the Issuer on the vesting date of March 20, 2029.
Key Figures
RSUs exercised: 2,677 shares
Tax-withholding shares: 1,192 shares
Weighted average price: $13.9807 per share
+5 more
8 metrics
RSUs exercised
2,677 shares
Restricted Stock Units converted to common stock on May 13, 2026
Tax-withholding shares
1,192 shares
Shares disposed of to cover tax obligations on May 14, 2026
Weighted average price
$13.9807 per share
Tax-related disposition priced between $13.97 and $13.985
Common shares held
200,908 shares
Direct ownership after reported transactions
Employee stock options 1
45,000 shares at $15.69
Options to buy common stock expiring May 14, 2031
Employee stock options 2
20,139 shares at $6.00
Options to buy common stock expiring July 6, 2033
LTIP performance price hurdle
$18.80 per share
Target 20-day average stock price by March 20, 2027 for certain awards
Potential additional LTIP shares
Up to 120,000 shares
Performance-based LTIP tied to leased data center power capacity
Key Terms
Restricted Stock Units, Performance Stock Units, Long-Term Incentive Plan, tax liability, +2 more
6 terms
Restricted Stock Units financial
"These RSUs will vest on September 30, 2026."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Stock Units financial
"Vesting of these Long-Term Incentive Plan ("LTIP") awards is contingent..."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
Long-Term Incentive Plan financial
"Vesting of these Long-Term Incentive Plan ("LTIP") awards is contingent..."
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
tax liability financial
"Payment of exercise price or tax liability by delivering securities"
Employee Stock Options (Right to Buy) financial
"Employee Stock Options (Right to Buy) ... exercise price 15.6900"
vesting financial
"These Options were granted on July 7, 2023 and vest in equal monthly installments over 36 months."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
What insider transactions did CleanSpark (CLSK) report for Scott Eugene Garrison?
CleanSpark EVP Scott Eugene Garrison exercised 2,677 Restricted Stock Units into common shares and had 1,192 shares disposed of to cover tax obligations. These transactions reflect routine equity compensation activity rather than open-market buying or selling of shares.
What derivative awards does Scott Eugene Garrison retain in CleanSpark (CLSK)?
He retains multiple derivative awards, including Restricted Stock Units, Performance Stock Units, and employee stock options. Notable positions include 45,000 options at a $15.69 exercise price expiring in 2031 and 20,139 options at a $6.00 exercise price expiring in 2033.
What are the vesting conditions for CleanSpark (CLSK) long-term incentive awards mentioned in the filing?
Certain Long-Term Incentive Plan awards vest only if CleanSpark’s stock reaches at least $18.80 based on a 20-day average by March 20, 2027, and the executive remains employed through March 20, 2029, alongside additional performance goals tied to data center power capacity.
Does the CleanSpark (CLSK) Form 4 indicate open-market buying or selling by the executive?
The filing primarily shows a derivative exercise of 2,677 RSUs and a tax-withholding share disposition of 1,192 shares. It does not characterize these as discretionary open-market purchases or sales, but rather as compensation-related and tax-related transactions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
