[Form 4] CleanSpark, Inc. Warrant Insider Trading Activity

Rhea-AI Filing Summary

Gary A. Vecchiarelli, President and Chief Financial Officer of CleanSpark, Inc. (CLSK), reported multiple transactions dated 09/09/2025 involving both sales of common stock and awards of restricted stock units (RSUs). The filing discloses a sale of 54,795 shares at an average price shown as $9.3508 and notes a weighted-average sale-price range for all September 9 sales of $9.1501–$9.6540. The report also records an acquisition/grant of 139,250 RSUs at $0 and several outstanding RSU balances, including 557,000, 429,515, 40,000, and 14,454 units, which vest on specified future schedules. Beneficial ownership figures are updated in the filing to reflect these transactions.

Positive

• Receipt of 139,250 RSUs at $0 provides additional long‑term incentive alignment between the CFO and shareholders
• Substantial outstanding RSU balances (e.g., 557,000 and 429,515 units) indicate continued executive equity ownership and retention focus
• Filing discloses weighted‑average sale prices and vesting schedules, supporting transparency and regulatory compliance

Negative

• Sale of 54,795 shares on 09/09/2025 could add modest selling pressure to the market
• Insider liquidity event reduces the reporting person’s outright common stock holdings, which some investors may view negatively despite concurrent RSU grants

Insights

Financial Analyst

TL;DR: Insider sold a modest block and received sizeable RSU awards, producing mixed implications for near‑term supply and long‑term alignment.

The reported 54,795-share sale at a weighted-average price range of $9.1501–$9.6540 is a quantifiable divestment that could modestly increase share supply on the market but is small relative to typical public float sizes for companies of this type. Simultaneously, the grant/acquisition of 139,250 RSUs and large existing RSU balances (e.g., 557,000, 429,515) indicate significant equity-based compensation, which aligns executive interests with shareholder value over the vesting schedules. Overall impact appears neutral from a financial-materiality standpoint because the sale size is limited while compensation incentives remain substantial.

Corporate Governance Expert

TL;DR: The filing shows routine insider activity: limited open‑market sales plus structured RSU vesting, consistent with compensation and retention practices.

The detailed vesting schedules for multiple RSU tranches—some vesting shortly and others over multi‑year periods—reflect standard retention-focused compensation. The disclosure of exact vesting dates and the reporting of weighted average sale prices satisfy transparency expectations under Section 16. No pledges, accelerations, or unusual derivative exercises are disclosed. From a governance perspective, this is a routine mix of liquidity and long‑term incentive alignment, not an indicator of material company stress or extraordinary corporate action.

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

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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^*

Vecchiarelli Gary Anthony

(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)
	President, CFO

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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								509,280	D
Common Stock	09/09/2025		M		139,250	A	$0	648,530	D
Common Stock	09/09/2025		F		54,795	D	$9.3508(1)	593,735	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
Restricted Stock Units	$0							(2)	(2)	Common Stock	40,000		40,000	D
Restricted Stock Units	$0							(3)	(3)	Common Stock	14,454		14,454	D
Restricted Stock Units	$0							(4)	(4)	Common Stock	429,515		429,515	D
Restricted Stock Units	$0							(5)	(5)	Common Stock	557,000		557,000	D
Restricted Stock Units	$0	09/09/2025		M			139,250	09/09/2025	(5)	Common Stock	139,250	$0	417,750	D
Restricted Stock Units	$0							(4)	(4)	Common Stock	557,000		557,000	D

Explanation of Responses:

1. This is a weighted average of prices for all sales made on September 9, 2025, ranging from $9.1501 to $9.6540. 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. These RSUs vest on September 12, 2025.

3. These RSUs vest in equal quarterly installments on December 3, 2025, 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.

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 25% on September 9, 2025; the remaining 75% vests 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.

	/s/ Gary A. Vecchiarelli	09/09/2025
	** 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).
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FAQ

What did CleanSpark (CLSK) insider Gary Vecchiarelli report in the Form 4?

The Form 4 reports a sale of 54,795 common shares and the acquisition/grant of 139,250 RSUs, with updates to beneficial ownership and multiple RSU vesting schedules.

How much were the shares sold for in Gary Vecchiarelli’s reported transaction?

The filing shows a specific sale reported at an average price of $9.3508 and states the overall weighted‑average sale price range for September 9 sales was $9.1501–$9.6540.

How many restricted stock units (RSUs) does the filing disclose?

The filing lists multiple RSU tranches including 139,250 newly reported units and outstanding balances such as 557,000, 429,515, 40,000, and 14,454 units, each with specified vesting schedules.

Do the RSUs vest immediately?

Some RSUs vest shortly (for example a tranche vests 25% on 09/09/2025 with the remainder on scheduled future dates), while other tranches vest on various dates through 2028 as detailed in the filing.

Does this Form 4 indicate any exercises of options or derivative activity?

The filing primarily shows RSU awards and common stock sales; it does not disclose option exercises or new derivative instruments beyond RSU entries.