Core Scientific (CORZ) CFO has 92,725 shares withheld for RSU tax

Rhea-AI Filing Summary

Core Scientific EVP and CFO James P. Nygaard Jr. reported a tax-related share disposition. On March 17, 2026, 92,725 shares of Common Stock were withheld at $16.42 per share to satisfy withholding tax obligations upon the vesting of restricted stock units, rather than sold in the open market.

After this withholding, Nygaard directly owns 928,928 shares of Core Scientific common stock. Footnotes indicate that a portion of his holdings also reflects earlier in-kind share distributions received for no cash consideration.

Insights

Corporate governance analyst

Tax withholding on RSU vesting, not an open‑market sale.

The filing shows Core Scientific CFO James P. Nygaard Jr. had 92,725 common shares withheld at $16.42 per share on March 17, 2026. This was to cover tax obligations arising from vested restricted stock units, a standard compensation mechanism.

Because this is coded as an F transaction for tax withholding, it is not an open-market sale and carries limited information about the insider’s view of the stock. Following the transaction, Nygaard’s direct holdings total 928,928 shares, so the withheld amount is a relatively small portion of his overall position.

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

OMB APPROVAL

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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^*

Nygaard James P Jr

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/17/2026		F(1)		92,725	D	$16.42	928,928(2)	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

Explanation of Responses:

1. Represents shares withheld to satisfy withholding tax obligations upon the vesting of restricted stock units.

2. Reported amount reflects the acquisition of 3,555 shares of Common Stock and the acquisition of 336 shares of Common Stock that the Reporting Person received on July 17, 2025 and December 24, 2025, respectively, for no consideration in connection with in-kind distributions by XMS XPDI Sponsor Holdings LLC, which were exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16a-9 under the Exchange Act.

	/s/ Todd DuChene, as Attorney-in-Fact	03/19/2026
	** 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).
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)

FAQ

What insider transaction did Core Scientific (CORZ) report for its CFO?

Core Scientific CFO James P. Nygaard Jr. reported a tax-related share disposition. 92,725 common shares were withheld on restricted stock unit vesting to satisfy tax obligations, rather than sold on the open market, and he retains 928,928 shares afterward.

Was the Core Scientific (CORZ) CFO’s Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. It was coded as an F transaction, meaning 92,725 shares of Common Stock were withheld at $16.42 per share to cover tax obligations on vested restricted stock units.

How many Core Scientific (CORZ) shares does the CFO hold after this Form 4 event?

After the tax-withholding transaction, CFO James P. Nygaard Jr. directly owns 928,928 shares of Core Scientific Common Stock. This total includes shares from prior awards and in-kind distributions noted in the Form 4 footnotes.

What does transaction code F mean in the Core Scientific (CORZ) Form 4?

Code F in this Form 4 indicates a tax-withholding disposition. The issuer withheld 92,725 shares of Common Stock to satisfy the CFO’s tax obligations triggered by restricted stock units vesting, rather than the CFO selling shares in the market.

Did the Core Scientific (CORZ) CFO pay cash for all of his reported shares?

Not for all reported shares. The Form 4 footnotes explain that some shares were received for no consideration through in-kind distributions from XMS XPDI Sponsor Holdings LLC, and others arose from equity compensation vesting with tax withholding.