STOCK TITAN

CLEANSPARK (CLSK) CEO logs RSU conversions and tax-share disposals

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CLEANSPARK, INC. CEO and Chairman Matthew S. Schultz reported a mix of equity awards vesting and related share dispositions. On February 13, 2026, he acquired 236,650 shares of common stock through the conversion of restricted stock units and options at a price of $0.00 per share, increasing his direct common stock holdings.

On February 18, 2026, he disposed of 95,095 and 9,031 common shares, respectively, as tax-withholding dispositions at weighted average prices of about $9.25 and $9.23 per share. After these transactions, he directly held 2,455,145 common shares, along with outstanding stock options and multiple tranches of unvested restricted stock units scheduled to vest between 2026 and 2028.

Positive

  • None.

Negative

  • None.
Insider Schultz S. Matthew
Role CEO & Chairman
Type Security Shares Price Value
Tax Withholding Common Stock 95,095 $9.2534 $880K
Tax Withholding Common Stock 9,031 $9.2332 $83K
Exercise Restricted Stock Units 216,125 $0.00 --
Exercise Restricted Stock Units 20,525 $0.00 --
Exercise Common Stock 20,525 $0.00 --
Exercise Common Stock 216,125 $0.00 --
holding Employee Stock Options (Right to Buy) -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Series A Preferred -- -- --
Holdings After Transaction: Common Stock — 2,464,176 shares (Direct); Restricted Stock Units — 1,080,625 shares (Direct); Employee Stock Options (Right to Buy) — 400,000 shares (Direct); Common Stock — 480,000 shares (Indirect, By S M Schultz Irrevocable Trust); Series A Preferred — 500,000 shares (Direct)
Footnotes (1)
  1. This is a weighted average of prices for sales made on February 18, 2026, ranging from $9.0901 to $9.4101. 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. This is a weighted average of prices for sales made on February 18, 2026, ranging from $9.2274 to $9.2700. 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. These Options were granted on April 16, 2021 and vested in equal monthly installments over 36 months. These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028. 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. 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.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Schultz S. Matthew

(Last) (First) (Middle)
10624 S. EASTERN AVE.
SUITE A-638

(Street)
HENDERSON NV 89052

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CLEANSPARK, INC. [ CLSK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & Chairman
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 2,322,621 D
Common Stock 02/13/2026 M 20,525 A $0 2,343,146 D
Common Stock 02/13/2026 M 216,125 A $0 2,559,271 D
Common Stock 02/18/2026 F 95,095 D $9.2534(1) 2,464,176 D
Common Stock 02/18/2026 F 9,031 D $9.2332(2) 2,455,145 D
Common Stock 480,000 I By S M Schultz Irrevocable Trust
Common Stock 40,996 I By Spouse
Series A Preferred 500,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (Right to Buy) $23 (3) 04/16/2031 Common Stock 400,000 400,000 D
Restricted Stock Units $0 (4) (4) Common Stock 627,753 627,753 D
Restricted Stock Units $0 (5) (5) Common Stock 1,296,750 1,296,750 D
Restricted Stock Units $0 02/13/2026 M 216,125 02/13/2026 (6) Common Stock 216,125 $0 1,080,625 D
Restricted Stock Units $0 (4) (4) Common Stock 1,729,000 1,729,000 D
Restricted Stock Units $0 (6) (6) Common Stock 164,198 164,198 D
Restricted Stock Units $0 02/13/2026 M 20,525 02/13/2026 (6) Common Stock 20,525 $0 143,673 D
Explanation of Responses:
1. This is a weighted average of prices for sales made on February 18, 2026, ranging from $9.0901 to $9.4101. 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.
2. This is a weighted average of prices for sales made on February 18, 2026, ranging from $9.2274 to $9.2700. 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.
3. These Options were granted on April 16, 2021 and vested in equal monthly installments over 36 months.
4. These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028.
5. 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.
6. 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.
/s/ S. Matthew Schultz 02/18/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did CLEANSPARK (CLSK) CEO Matthew Schultz report?

Matthew Schultz reported equity award activity and related share dispositions. He acquired 236,650 common shares on February 13, 2026 through option and RSU conversions, then disposed of 104,126 shares on February 18, 2026 to satisfy tax obligations via tax-withholding transactions.

How many CLEANSPARK (CLSK) shares did the CEO dispose of for taxes?

Schultz disposed of 95,095 and 9,031 CLEANSPARK common shares, totaling 104,126 shares, on February 18, 2026. These were coded as tax-withholding dispositions, using shares to cover exercise price or tax liabilities instead of retaining all vested shares.

At what prices were Matthew Schultz’s CLEANSPARK (CLSK) tax-withholding dispositions executed?

The reported tax-withholding dispositions used weighted average prices of $9.2534 and $9.2332 per CLEANSPARK share. Footnotes state these averages reflect multiple trades within ranges between roughly $9.09 and $9.41, and detailed price breakdowns are available upon request.

How many CLEANSPARK (CLSK) common shares does the CEO hold after these transactions?

Following the February 2026 transactions, Matthew Schultz directly held 2,455,145 CLEANSPARK common shares. He also reported additional indirect holdings through a trust and spouse, as well as outstanding preferred shares, stock options, and several restricted stock unit awards.

What equity awards and options does CLEANSPARK (CLSK) CEO Matthew Schultz hold?

Schultz reported 400,000 employee stock options and multiple restricted stock unit positions, including blocks such as 1,296,750 and 1,729,000 RSUs. Footnotes indicate these RSUs vest in scheduled installments between February 13, 2026 and September 4, 2028, subject to their terms.

How do the February 13, 2026 RSU and option conversions affect CLEANSPARK (CLSK) CEO ownership?

On February 13, 2026, RSU and option conversions delivered 236,650 new CLEANSPARK common shares to Schultz at a stated price of $0.00 per share. These transactions increased his direct stock ownership while leaving related derivative holdings, such as remaining RSUs and options, still outstanding.