CleanSpark, Inc. (CLSK) CEO reports RSU exercise and major performance-based awards
Rhea-AI Filing Summary
CLEANSPARK, INC. CEO & Chairman S. Matthew Schultz reported equity compensation activity. On August 13, 2026, he exercised 20,524 Restricted Stock Units into common stock at an exercise price of $0.00 per share. On August 14, 9,031 common shares at $11.51 per share were delivered or withheld for payment of exercise price or tax liability pursuant to a Rule 10b5-1(c) plan adopted on May 13, 2026. He continues to hold significant equity incentives, including options on 400,000 shares at $23.00 expiring April 16, 2031, time-based RSU awards, and performance-based LTIP and STPA awards tied to stock price and data-center power metrics with potential payouts through 2030.
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Insider Trade Summary 10b5-1
Net Buyer: 11,493 shares
Net Buy
15 txns
Insider
Schultz S. Matthew
Role
CEO & Chairman
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise Price or Tax Liability | Common Stock F1 | 9,031 | $11.51 | $104K |
| Exercise | Restricted Stock Units F5 | 20,524 | $0.00 | $0.00 |
| Exercise | Common Stock | 20,524 | $0.00 | $0.00 |
| holding | Employee Stock Options (Right to Buy) F2 | -- | -- | -- |
| holding | Restricted Stock Units F3 | -- | -- | -- |
| holding | Restricted Stock Units F4 | -- | -- | -- |
| holding | Restricted Stock Units F3 | -- | -- | -- |
| holding | Restricted Stock Units F5 | -- | -- | -- |
| holding | Restricted Stock Units F6 | -- | -- | -- |
| holding | Performance Stock Units F7 | -- | -- | -- |
| holding | Performance Stock Units F8 | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Series A Preferred | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 4,303,150 shares (Direct);
Common Stock — 4,944,771 shares (Direct);
Employee Stock Options (Right to Buy) — 400,000 shares (Direct);
Performance Stock Units — 2,296,000 shares (Direct);
Common Stock — 480,000 shares (Indirect, By S M Schultz Irrevocable Trust);
Common Stock — 40,996 shares (Indirect, By Spouse);
Series A Preferred — 500,000 shares (Direct)
Footnotes (8)
- F1. This transaction was made pursuant to a Rule 10b5-1(c) plan adopted on May 13, 2026.
- F2. These Options were granted on April 16, 2021 and vested in equal monthly installments over 36 months.
- F3. These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028.
- F4. These RSUs vest in equal semiannual installments over three years on September 4, 2026, February 13, 2027, September 4, 2027, February 13, 2028, and September 4, 2028.
- F5. These RSUs vest in equal quarterly installments on December 3, 2026, February 12, 2027, May 13, 2027, August 13, 2027, and December 3, 2027.
- F6. 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.
- F7. 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 480,000 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.
- F8. The number of shares under these Strategic Transformation Performance Awards ("STPA") represents the maximum number of common shares for which the STPAs will vest upon the Issuer's common stock achieving target market prices, based on a 20-trading day average, with threshold performance at $47 per share and maximum payout at $94 per share, before September 30, 2030, subject to the Reporting Person remaining employed by the Issuer on September 30, 2030. The reported STPA awards do not include 1,816,000 shares of common stock that vest upon achievement of performance goals tied to power under leases to customers for data centers that are operationally ready to host IT equipment and deliver services (RFS), with threshold performance at 1.0 GW and maximum payout at 2.5 GW, before September 30, 2030, subject to the Reporting Person remaining employed by the Issuer on September 30, 2030.
Key Figures
RSUs exercised: 20,524 shares
Shares delivered/withheld for exercise price or taxes: 9,031 shares at $11.51
Employee stock options: 400,000 shares at $23.00
+4 more
7 metrics
RSUs exercised
20,524 shares
Restricted Stock Units converted into common stock on August 13, 2026 at $0.00 exercise price
Shares delivered/withheld for exercise price or taxes
9,031 shares at $11.51
Common shares delivered or withheld on August 14, 2026 under Rule 10b5-1(c) plan
Employee stock options
400,000 shares at $23.00
Options on common stock expiring April 16, 2031 held directly by the CEO
Time-based RSUs block
1,729,000 underlying shares
Restricted Stock Units with $0.00 exercise price vesting in annual or semiannual installments through 2028
LTIP awards
480,000 shares
LTIP awards tied to $18.80 stock-price target and 600–800 MW gross power performance by March 20, 2027
STPA maximum payout
1,816,000 shares
Strategic Transformation Performance Awards with stock-price targets $47–$94 and 1.0–2.5 GW power before September 30, 2030
Indirect common stock holdings
520,996 shares
480,000 shares held by an irrevocable trust and 40,996 by spouse as of August 13, 2026
Key Terms
Rule 10b5-1(c) plan, Restricted Stock Units, Performance Stock Units, Long-Term Incentive Plan ("LTIP") awards, +2 more
6 terms
Rule 10b5-1(c) plan regulatory
"This transaction was made pursuant to a Rule 10b5-1(c) plan adopted on May 13, 2026."
Restricted Stock Units financial
"These RSUs vest in equal annual installments over three years on September 4, 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
"Performance Stock Units underlying 480000.0000 shares of Common Stock"
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 ("LTIP") awards financial
"Vesting of these Long-Term Incentive Plan ("LTIP") awards is contingent on the common stock achieving..."
Strategic Transformation Performance Awards ("STPA") financial
"The number of shares under these Strategic Transformation Performance Awards ("STPA") represents the maximum..."
gross power under leases technical
"performance goals tied to gross power under leases to customers for data centers..."
FAQ
What did CLEANSPARK (CLSK) CEO S. Matthew Schultz report in this Form 4?
S. Matthew Schultz reported exercising 20,524 RSUs into common stock and delivering or withholding 9,031 common shares to pay exercise price or tax liability, alongside updated disclosures of his remaining option, RSU, and performance award holdings.
How many CLEANSPARK (CLSK) RSUs did the CEO convert to common stock?
Schultz exercised 20,524 Restricted Stock Units into common stock on August 13, 2026 at an exercise price of $0.00 per share, increasing his directly held common shares while reducing his outstanding RSU balance by the same amount.
What option position does the CLEANSPARK (CLSK) CEO retain after these transactions?
Schultz retains employee stock options covering 400,000 common shares at an exercise price of $23.00 per share, expiring on April 16, 2031, in addition to multiple RSU and performance stock unit awards linked to future service and performance.
What performance conditions apply to CLEANSPARK (CLSK) CEO’s LTIP awards?
Certain LTIP awards vest if the common stock achieves a $18.80 target price on a 20-day average by March 20, 2027 and if gross power under leases reaches between 600 MW and 800 MW, subject to his continued employment through March 20, 2029.
How are CLEANSPARK (CLSK) Strategic Transformation Performance Awards structured for the CEO?
The STPA grants can vest up to a maximum 1,816,000 shares tied to stock price targets between $47 and $94 and data-center power under lease between 1.0 GW and 2.5 GW achieved before September 30, 2030, with continued employment required.
AI-generated analysis. How Rhea-AI works. Not financial advice.
