STOCK TITAN

Core Scientific CLO sells 10K shares, moves 700K to trust

Core Scientific’s chief legal officer sold shares under a Rule 10b5-1 plan and made charitable and estate-planning transfers while retaining a large equity stake.

(Neutral)
(Negative)
Form Type
4

Rhea-AI Filing Summary

Core Scientific, Inc. (CORZ) reported that its Chief Legal and Administrative Officer, Todd M. Duchene, sold 10,000 shares of common stock on September 8, 2026 at a weighted average price of $18.6735 per share under a Rule 10b5-1 trading plan adopted on December 5, 2025, leaving him with 1,217,896 shares held directly. On September 9, 2026, he made a charitable donation of 95,000 Tranche 1 Warrants, each exercisable for one share of common stock at $6.81 per share until January 23, 2027, with 422,133 such warrants remaining. A separate transfer on September 10, 2026 moved 700,000 shares of common stock into a grantor retained annuity trust of which he is the sole trustee, which are now reported as held indirectly.

Positive

  • None.

Negative

  • None.
Insider DUCHENE TODD M
Role See remarks
Sold 10,000 shs ($187K)
Type Security Shares Price Value
Gift Tranche 1 Warrants F5, F6 95,000 $0.00 $0.00
Sale Common Stock F1, F2, F3 10,000 $18.6735 $187K
holding Common Stock F3, F4 -- -- --
Holdings After Transaction: Tranche 1 Warrants — 422,133 contracts (Direct); Common Stock — 1,217,896 shares (Direct); Common Stock — 700,000 shares (Indirect, By GRAT)
Footnotes (6)
  1. F1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 5, 2025.
  2. F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.18 to $19.02, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
  3. F3. Reflects the transfer of 700,000 shares that the Reporting Person held directly to a grantor retained annuity trust of which the Reporting Person is the sole trustee on September 10, 2026, which transfer was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
  4. F4. Represents shares held by a grantor retained annuity trust of which the Reporting Person is the sole trustee.
  5. F5. Reflects a charitable donation.
  6. F6. Each whole Tranche 1 Warrant entitles the registered holder to purchase one whole share of the Issuer's common stock at an exercise price of $6.81 per share, subject to certain adjustments.
Common shares sold 10,000 shares Sale of Core Scientific common stock on September 8, 2026
Weighted average sale price $18.6735 per share Weighted average price for 10,000 shares sold on September 8, 2026
Direct common shares held after sale 1,217,896 shares Direct holdings of common stock after the September 8, 2026 sale
Indirect common shares via GRAT 700,000 shares Shares held by a grantor retained annuity trust after transfer on September 10, 2026
Tranche 1 Warrants donated 95,000 warrants Charitable donation of Tranche 1 Warrants on September 9, 2026
Tranche 1 Warrants held after donation 422,133 warrants Direct Tranche 1 Warrant holdings following the charitable donation
Tranche 1 Warrant exercise price $6.81 per share Each whole Tranche 1 Warrant exercisable for one share of common stock
Tranche 1 Warrant expiration January 23, 2027 Expiration date of Tranche 1 Warrants reported in the filing
Rule 10b5-1 trading plan regulatory
"The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
grantor retained annuity trust financial
"Reflects the transfer of 700,000 shares that the Reporting Person held directly to a grantor retained annuity trust"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
bona fide gift financial
"Reflects a charitable donation."
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
exercise price financial
"to purchase one whole share of the Issuer's common stock at an exercise price of $6.81 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

How many Core Scientific (CORZ) shares does the insider hold after these transactions?

After the reported transactions, Todd M. Duchene holds 1,217,896 shares directly and 700,000 shares indirectly through a grantor retained annuity trust of which he is the sole trustee, according to the filing’s post-transaction holdings entries.

At what price were the CORZ shares sold in the Form 4 filing?

The 10,000 Core Scientific common shares were sold at a weighted average price of $18.6735 per share on September 8, 2026, in multiple transactions with prices ranging from $18.18 to $19.02 per share, as described in the filing’s footnote.

Were the CORZ share sales made under a Rule 10b5-1 trading plan?

Yes. The filing states that the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by Todd M. Duchene on December 5, 2025, indicating the trades followed a pre-arranged plan rather than discretionary timing.

What are the terms of the Tranche 1 Warrants reported in the CORZ Form 4?

Each Tranche 1 Warrant entitles the holder to purchase one share of Core Scientific common stock at an exercise price of $6.81 per share, subject to adjustments, and is exercisable until January 23, 2027, according to the warrant description in the footnote.

How many Tranche 1 Warrants did the insider donate and how many remain?

Todd M. Duchene made a charitable donation of 95,000 Tranche 1 Warrants on September 9, 2026. After this donation, he held 422,133 Tranche 1 Warrants directly, as shown in the post-transaction warrant holdings.

What does the grantor retained annuity trust holding CORZ shares represent?

The filing explains that 700,000 shares of Core Scientific common stock were transferred on September 10, 2026, to a grantor retained annuity trust for which Todd M. Duchene is the sole trustee, and those shares are now reported as indirectly held by him.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
X
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*
DUCHENE TODD M

(Last)(First)(Middle)
C/O CORE SCIENTIFIC, INC.
838 WALKER ROAD, SUITE 21-2105

(Street)
DOVER DELAWARE 19904

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Core Scientific, Inc./tx [ CORZ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/08/2026S(1)10,000D$18.6735(2)1,217,896(3)D
Common Stock700,000(3)IBy GRAT(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Tranche 1 Warrants$6.8109/09/2026G(5)95,00001/23/2024(6)01/23/2027Common Stock95,000$0422,133D
Explanation of Responses:
1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 5, 2025.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.18 to $19.02, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
3. Reflects the transfer of 700,000 shares that the Reporting Person held directly to a grantor retained annuity trust of which the Reporting Person is the sole trustee on September 10, 2026, which transfer was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
4. Represents shares held by a grantor retained annuity trust of which the Reporting Person is the sole trustee.
5. Reflects a charitable donation.
6. Each whole Tranche 1 Warrant entitles the registered holder to purchase one whole share of the Issuer's common stock at an exercise price of $6.81 per share, subject to certain adjustments.
Remarks:
Chief Legal and Administrative Officer
/s/ Todd DuChene09/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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