Core Scientific holder trims stake to 4.4%

Rhea-AI Filing Summary

Core Scientific, Inc. shareholder group including Situational Awareness entities, SAF AI GP, Situational Awareness LLC, Situational Awareness Partners, Leopold Aschenbrenner and Carl Shulman reports beneficial ownership of 14,089,395 shares of common stock, representing 4.4% of the class as of the close of business on August 4, 2026.

They previously may have been deemed to beneficially own 25,608,473 shares, or 8.1% of outstanding common stock, as of July 15, 2026. Percentages are based on 321,340,441 shares outstanding as of July 23, 2026 and 317,885,292 shares outstanding as of May 1, 2026. All reporting persons have shared voting and dispositive power over the reported shares, with no sole voting or dispositive power disclosed.

Key Figures

Current beneficial ownership: 14,089,395 shares of Common Stock Current ownership percentage: 4.4% Prior beneficial ownership: 25,608,473 shares of Common Stock +3 more

6 metrics

Current beneficial ownership 14,089,395 shares of Common Stock Beneficially owned by each reporting person as of close of business on August 4, 2026

Current ownership percentage 4.4% Percent of Core Scientific common stock represented by 14,089,395 shares

Prior beneficial ownership 25,608,473 shares of Common Stock May have been deemed beneficially owned as of July 15, 2026

Prior ownership percentage 8.1% Percent of Core Scientific common stock as of July 15, 2026

Shares outstanding baseline (July 23, 2026) 321,340,441 shares Core Scientific shares outstanding as of July 23, 2026 used to calculate 4.4%

Shares outstanding baseline (May 1, 2026) 317,885,292 shares Core Scientific shares outstanding as of May 1, 2026 used to calculate 8.1%

Key Terms

beneficially own, shared voting power, shared dispositive power, Schedule 13D, +1 more

5 terms

beneficially own financial

"may have been deemed to beneficially own 25,608,473 shares of Common Stock"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

shared voting power financial

"Shared Voting Power 14,089,395.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 14,089,395.00"

Schedule 13D regulatory

"cover pages to this for the aggregate number of shares of Common Stock"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

percent of class financial

"Percent of class represented by amount in Row (11) 4.4 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of Core Scientific (CORZ) does the reporting group currently beneficially own?

The reporting group beneficially owns 4.4% of Core Scientific’s common stock, equal to 14,089,395 shares as of the close of business on August 4, 2026, with all of these shares subject to shared voting and dispositive power among the reporting persons.

How did the Core Scientific (CORZ) stake of the reporting persons change between July 15 and August 4, 2026?

As of July 15, 2026, the reporting persons may have been deemed to beneficially own 25,608,473 shares (8.1%). By August 4, 2026, they reported beneficial ownership of 14,089,395 shares (4.4%), indicating a substantially lower reported stake over that period.

Who are the reporting persons in this Core Scientific (CORZ) Schedule 13D/A Amendment No. 2?

The reporting persons are Situational Awareness, SAF AI GP, Situational Awareness LLC, Situational Awareness Partners, and individuals Leopold Aschenbrenner and Carl Shulman, who together report shared voting and dispositive power over the same block of Core Scientific shares.

What voting and dispositive powers do the reporting persons have over Core Scientific (CORZ) shares?

Each reporting person reports 0 shares with sole voting power and 14,089,395 shares with shared voting power, and similarly 0 shares with sole dispositive power and 14,089,395 with shared dispositive power, reflecting coordinated control over the same share block.

On what share counts are the Core Scientific (CORZ) ownership percentages in the filing based?

The 4.4% ownership figure is based on 321,340,441 Core Scientific shares outstanding as of July 23, 2026. The earlier 8.1% figure is based on 317,885,292 shares outstanding as of May 1, 2026, both as reported in Core Scientific’s Form 10-Q filings.

What date is listed in Item 5(e) of the Core Scientific (CORZ) Schedule 13D/A Amendment No. 2?

Item 5(e) lists the date August 3, 2026 in connection with the reporting persons’ interest in Core Scientific’s securities. This date appears alongside other ownership details provided for the period surrounding the updated beneficial ownership percentages.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/04/2026 - 05:37 PM Accepted by SEC EDGAR 08/04/2026 - 05:37 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Core Scientific, Inc.

(Name of Issuer)

Common Stock, par value $0.00001 per share

(Title of Class of Securities)

21874A106

(CUSIP Number)

Adriana Schwartz
Seward & Kissel LLP, One Battery Park Plaza
New York, NY, 10004
212-574-1200

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/15/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 21874A106

1

Name of reporting person

Situational Awareness LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,089,395.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,089,395.00

11

Aggregate amount beneficially owned by each reporting person

14,089,395.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

IA, PN

Comment for Type of Reporting Person:

The information set forth on this cover page reflects information as of the close of business on August 4, 2026. As of July 15, 2026, the Reporting Person may have been deemed to beneficially own 25,608,473 shares of Common Stock, representing 8.1% of the shares of Common Stock outstanding as of such time.

SCHEDULE 13D

CUSIP Number(s): 21874A106

1

Name of reporting person

SAF AI GP LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,089,395.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,089,395.00

11

Aggregate amount beneficially owned by each reporting person

14,089,395.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The information set forth on this cover page reflects information as of the close of business on August 4, 2026. As of July 15, 2026, the Reporting Person may have been deemed to beneficially own 25,608,473 shares of Common Stock, representing 8.1% of the shares of Common Stock outstanding as of such time.

SCHEDULE 13D

CUSIP Number(s): 21874A106

1

Name of reporting person

Situational Awareness LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,089,395.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,089,395.00

11

Aggregate amount beneficially owned by each reporting person

14,089,395.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

HC, OO

Comment for Type of Reporting Person:

The information set forth on this cover page reflects information as of the close of business on August 4, 2026. As of July 15, 2026, the Reporting Person may have been deemed to beneficially own 25,608,473 shares of Common Stock, representing 8.1% of the shares of Common Stock outstanding as of such time.

SCHEDULE 13D

CUSIP Number(s): 21874A106

1

Name of reporting person

Situational Awareness Partners LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,089,395.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,089,395.00

11

Aggregate amount beneficially owned by each reporting person

14,089,395.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The information set forth on this cover page reflects information as of the close of business on August 4, 2026. As of July 15, 2026, the Reporting Person may have been deemed to beneficially own 25,608,473 shares of Common Stock, representing 8.1% of the shares of Common Stock outstanding as of such time.

SCHEDULE 13D

CUSIP Number(s): 21874A106

1

Name of reporting person

Leopold Aschenbrenner

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

GERMANY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,089,395.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,089,395.00

11

Aggregate amount beneficially owned by each reporting person

14,089,395.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

IN, HC

Comment for Type of Reporting Person:

The information set forth on this cover page reflects information as of the close of business on August 4, 2026. As of July 15, 2026, the Reporting Person may have been deemed to beneficially own 25,608,473 shares of Common Stock, representing 8.1% of the shares of Common Stock outstanding as of such time.

SCHEDULE 13D

CUSIP Number(s): 21874A106

1

Name of reporting person

Carl Shulman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CANADA (FEDERAL LEVEL)

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,089,395.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,089,395.00

11

Aggregate amount beneficially owned by each reporting person

14,089,395.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

IN, HC

Comment for Type of Reporting Person:

The information set forth on this cover page reflects information as of the close of business on August 4, 2026. As of July 15, 2026, the Reporting Person may have been deemed to beneficially own 25,608,473 shares of Common Stock, representing 8.1% of the shares of Common Stock outstanding as of such time.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.00001 per share
(b)	Name of Issuer: Core Scientific, Inc.
(c)	Address of Issuer's Principal Executive Offices: 838 WALKER ROAD, SUITE 21-2105, DOVER, DELAWARE , 19904.
Item 1 Comment: This Amendment No. 2 ("Amendment No. 2") amends the statement on Schedule 13D filed with the Securities and Exchange Commission on August 19, 2025 (the "Original Schedule 13D", and the Original Schedule 13D as amended, the "Schedule 13D"). This Amendment No. 2 amends and restates Item 2(b) and Items 5(a)-(c) and (e) as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Schedule 13D.
Item 2.	Identity and Background
(b)	77 Federal Street, Floor 4, San Francisco, CA 94107
Item 5.	Interest in Securities of the Issuer
(a)	See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of shares of Common Stock and percentages of the Common Stock beneficially owned by each of the Reporting Persons. The percentages used in this Schedule 13D as of the close of business on August 4, 2026, are calculated based upon 321,340,441 shares of Common Stock outstanding as of July 23, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026, filed with the Securities and Exchange Commission (the "SEC") on July 28, 2026. The percentages used in this Schedule 13D as of the close of business on July 15, 2026, are calculated based upon 317,885,292 shares of Common Stock outstanding as of May 1, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with the SEC on May 6, 2026.
(b)	See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
(c)	Information concerning transactions in the shares of Common Stock effected by the Reporting Persons during the sixty (60) days preceding each of July 15, 2026 and August 4, 2026 is set forth in Exhibit 99.2 hereto and is incorporated by reference herein.
(e)	August 3, 2026.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Situational Awareness LP

Signature:	/s/ Leopold Aschenbrenner
Name/Title:	Leopold Aschenbrenner, Managing Partner
Date:	08/04/2026

SAF AI GP LP

Signature:	/s/ Leopold Aschenbrenner
Name/Title:	Leopold Aschenbrenner, Managing Partner
Date:	08/04/2026

Situational Awareness LLC

Signature:	/s/ Leopold Aschenbrenner
Name/Title:	Leopold Aschenbrenner, Manager
Date:	08/04/2026

Situational Awareness Partners LP

Signature:	/s/ Leopold Aschenbrenner
Name/Title:	Leopold Aschenbrenner, Managing Partner of SAF AI GP LP, general partner of Situational Awareness Partners LP
Date:	08/04/2026

Leopold Aschenbrenner

Signature:	/s/ Leopold Aschenbrenner
Name/Title:	Leopold Aschenbrenner, Individually
Date:	08/04/2026

Carl Shulman

Signature:	/s/ Carl Shulman
Name/Title:	Carl Shulman, Individually
Date:	08/04/2026