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Cleanspark (CLSK) EVP logs RSU vesting and tax-related stock disposals

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CLEANSPARK, INC. executive Scott Eugene Garrison, EVP and Chief Development Officer, reported a mix of equity awards vesting and related share disposals. On February 13, 2026, he acquired 45,125 and 2,677 shares of common stock through the exercise of restricted stock units at $0.00 per share. On February 18, 2026, he disposed of 20,099 and 1,192 common shares to satisfy tax obligations by delivering shares at weighted average prices of $9.2534 and $9.2332 per share, respectively. Following these transactions, he continued to hold a substantial number of CLEANSPARK common shares directly, as well as various option and RSU positions that vest over future dates.

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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*
Garrison Scott Eugene

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Chief Development Officer
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 172,912 D
Common Stock 02/13/2026 M 2,677 A $0 175,589 D
Common Stock 02/13/2026 M 45,125 A $0 220,714 D
Common Stock 02/18/2026 F 20,099 D $9.2534(1) 200,615 D
Common Stock 02/18/2026 F 1,192 D $9.2332(2) 199,423 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) $6 (3) 07/06/2033 Common Stock 20,139 20,139 D
Employee Stock Options (Right to Buy) $15.69 (4) 05/14/2031 Common Stock 45,000 45,000 D
Restricted Stock Units $0 (5) (5) Common Stock 33,350 33,350 D
Restricted Stock Units $0 (6) (6) Common Stock 396,476 396,476 D
Restricted Stock Units $0 (7) (7) Common Stock 270,750 270,750 D
Restricted Stock Units $0 02/13/2026 M 45,125 02/13/2026 (7) Common Stock 45,125 $0 225,625 D
Restricted Stock Units $0 (6) (6) Common Stock 361,000 361,000 D
Restricted Stock Units $0 (8) (8) Common Stock 21,414 21,414 D
Restricted Stock Units $0 02/13/2026 M 2,677 02/13/2026 (8) Common Stock 2,677 $0 18,737 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 July 7, 2023 and vest in equal monthly installments over 36 months.
4. These Options were granted on May 14, 2021 and vested in equal monthly installments over 36 months.
5. These RSUs will vest on September 30, 2026.
6. These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028.
7. 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.
8. 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/ Scott E. Garrison 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) EVP Scott Garrison report?

Scott Garrison reported RSU-based acquisitions of CLEANSPARK common stock and related share disposals for tax withholding. He exercised restricted stock units into 47,802 shares on February 13, 2026, and later delivered 21,291 shares on February 18, 2026 to cover tax liabilities.

Were the CLEANSPARK (CLSK) insider share disposals open-market sales?

The reported disposals used transaction code F, indicating payment of tax liability by delivering securities. Shares were delivered at weighted average prices around $9.25 per share, reflecting sales used to satisfy tax obligations tied to equity awards rather than discretionary open-market selling.

What prices were involved in Scott Garrison’s CLEANSPARK (CLSK) share disposals?

The filing shows weighted average prices of $9.2534 and $9.2332 per share for the tax-withholding share deliveries. Footnotes state these averages reflect multiple sales between $9.09 and $9.41 per share on February 18, 2026.

How many CLEANSPARK (CLSK) shares did Scott Garrison acquire from RSUs?

On February 13, 2026, Scott Garrison acquired 45,125 and 2,677 shares of CLEANSPARK common stock by exercising restricted stock units at $0.00 per share. These conversions reflect equity compensation vesting rather than open-market purchases.

What equity awards does CLEANSPARK (CLSK) EVP Scott Garrison still hold?

The filing indicates ongoing holdings of CLEANSPARK common stock, employee stock options, and multiple restricted stock unit grants. Footnotes describe option grants vesting monthly over 36 months and RSUs vesting through dates in 2026, 2027, and 2028, supporting long-term incentive alignment.

Do the CLEANSPARK (CLSK) insider transactions signal a change in ownership stake?

The reported activity reflects routine equity compensation events: RSU conversions into common stock and share deliveries to cover tax obligations. Garrison continues to hold substantial CLEANSPARK equity, including common shares and unvested RSUs scheduled to vest through 2028.
Cleanspark Inc

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HENDERSON