CLSK Form 4: Schultz Disposes Shares, Details RSU Vesting Through 2027
Rhea-AI Filing Summary
S. Matthew Schultz, Executive Chairman and Director of CleanSpark, Inc. (CLSK), reported multiple transactions on Form 4 dated August 13-14, 2025. The filing shows a sale of 1,830,753 shares previously held (listed as disposed), an acquisition of 20,525 shares on August 13, 2025 at $0 (reported as transaction code M), and a sale of 9,010 shares on August 14, 2025 at a weighted average price of $9.5644. The report also discloses disposal of 500,000 Series A preferred shares and indirect holdings: 480,000 shares held by the S M Schultz Irrevocable Trust and 40,996 shares held by spouse. Additionally, the filing moves multiple restricted stock units (RSUs) into the derivative table and lists RSU vesting schedules, including RSUs vesting September 12, 2025 and installments through December 3, 2027.
Positive
- Detailed vesting schedule disclosed for RSUs through December 3, 2027, improving transparency on future equity dilution
- Indirect holdings identified (480,000 shares in an irrevocable trust and 40,996 held by spouse), clarifying ownership structure
Negative
- Large disposition reported of 1,830,753 common shares, which is a sizable sale by an insider
- Sale of 9,010 shares on August 14, 2025 at a weighted average price of $9.5644 indicates recent insider selling activity
- Disposal of 500,000 Series A preferred shares was reported without explanatory context
Insights
TL;DR: Insider sold a large block of common stock and disclosed RSU vesting; transactions are sizable relative to reported individual holdings.
The filing documents significant disposition activity by the Executive Chairman, including a large prior disposition of 1,830,753 shares and a contemporaneous sale of 9,010 shares at a weighted average price of $9.5644. The acquisition of 20,525 shares under code M appears to be a deemed execution related to plan mechanics rather than an open-market purchase. The disclosure of 480,000 shares in an irrevocable trust and 40,996 shares via spouse highlights retained indirect ownership. The detailed RSU vesting schedule signals forthcoming increases in potential transferable shares through late 2027.
TL;DR: Multiple insider transactions and large prior dispositions raise governance and insider-activity transparency considerations.
The Form 4 shows the reporting person acting in both director and officer capacities and disclosing both direct and indirect holdings. The movement of previously reported RSUs into the derivative table and specific vesting timelines improves clarity on compensation-related equity dilution. Disposal of 500,000 Series A preferred shares is notable for capital-structure implications, though the form does not state counterparties or rationale. Overall, disclosures are detailed but warrant attention to timing and potential dilution from vesting RSUs.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock | 9,010 | $9.5644 | $86K |
| Exercise | Restricted Stock Units | 20,525 | $0.00 | -- |
| Exercise | Common Stock | 20,525 | $0.00 | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Series A Preferred | -- | -- | -- |
Footnotes (1)
- This is a weighted average of prices for all sales made on August 14, 2025 ranging from $9.3979 to $9.6601. 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 RSUs vest on September 12, 2025. These RSUs were previously reported on Form 4, Table 1 as Common Stock with the vesting schedule provided in a footnote and are now being transferred from Table 1 to Table 2 on this Form 4 for ease of form preparation. These RSUs vest in equal installments on August 13, 2025, 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.
