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IREN Insider Filing: William Roberts Discloses Vested Options and Trust Ownership

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

William Gregory Roberts, a director and Co-Chief Executive Officer of IREN Limited, filed a Form 4 reporting two derivative security transactions dated 09/03/2025 and 09/04/2025. The filings relate to options to purchase ordinary shares that expire on December 20, 2025. Each reported line shows 500,000 options with an exercise price of AUD $5.005 per share, converted using the transaction date exchange rate of USD $1.00 = AUD $1.53 (reported as USD $3.27 per option). The Form states the options are fully vested and exercisable and are held through Awassi Capital Trust #1, with the reporting person disclaiming beneficial ownership except for his pecuniary interest. The filing was signed by an attorney-in-fact on 09/05/2025.

Positive

  • Options are fully vested and exercisable, giving the reporting person the right to acquire the underlying shares without additional vesting conditions
  • Clear disclosure of exercise price and exchange rate (AUD $5.005 per share; USD $1.00 = AUD $1.53) provides transparency on the option economics
  • Holdings are reported through Awassi Capital Trust #1, which clarifies the ownership vehicle

Negative

  • Reporting person disclaims beneficial ownership of the options except for pecuniary interest, which may limit clarity on control versus economic exposure
  • Form does not state whether any options were exercised for cash or resulted in share issuance, leaving post-transaction capital effect unclear

Insights

TL;DR: Routine disclosure of vested options held via a trust; no new cash paid or share sales disclosed in explanations.

The Form 4 documents two option positions each for 500,000 options exercisable into ordinary shares and expiring December 20, 2025. The exercise price is stated in Australian dollars and converted to U.S. dollars using the stated exchange rate. The options are fully vested and held through Awassi Capital Trust #1, and the reporting person disclaims beneficial ownership beyond pecuniary interest. For investors this is a standard insider holdings disclosure rather than an operational or financial performance event; it does not report revenue, debt, or changes to capital structure.

TL;DR: Disclosure follows Section 16 reporting norms; ownership via a trust and disclaimer are notable for governance transparency.

The filing clearly identifies the reporting person as a director and Co-CEO and discloses the options are held in Awassi Capital Trust #1 with a disclaimer of beneficial ownership except for pecuniary interest. Such language and the use of an attorney-in-fact signature are common for holdings held in managed trusts. The filing provides necessary transparency on executive remuneration instruments but does not indicate any change in control, insider sales, or exercises resulting in share issuance visible in the explanation section.

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
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).
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*
Roberts William Gregory

(Last) (First) (Middle)
C/O IREN LIMITED
LEVEL 6, 55 MARKET STREET

(Street)
SYDNEY C3 2000

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
IREN Ltd [ IREN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Co-Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025
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
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
Stock Options (Right to Buy)(1) $3.27(2) 09/03/2025 S 500,000 (3) 12/20/2025 Ordinary Shares 500,000 $25.49 500,000 I By Awassi Capital Trust #1(4)
Stock Options (Right to Buy)(1) $3.27(2) 09/04/2025 S 500,000 (3) 12/20/2025 Ordinary Shares 500,000 $23.51 0 I By Awassi Capital Trust #1(4)
Explanation of Responses:
1. Represents options to purchase ordinary shares of IREN Limited that expire on December 20, 2025 ("Options").
2. The exercise price of each Option is payable in Australian dollars at AUD $5.005 per share and converted into U.S. dollars using the transaction date exchange rate of USD $1.00 = AUD $1.53.
3. The Options are fully vested and exercisable.
4. The Options are held through the Awassi Capital Trust #1. The Reporting Person disclaims beneficial ownership of the Options except to the extent of his pecuniary interest therein.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Cesilia Kim, attorney-in-fact for William Roberts 09/05/2025
** 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).
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.

FAQ

What did William Gregory Roberts report on the IREN (IREN) Form 4?

The Form 4 reports two derivative security entries relating to options to purchase ordinary shares, each for 500,000 options expiring December 20, 2025.

What is the exercise price of the options reported for IREN?

The exercise price is AUD $5.005 per share, converted using the transaction exchange rate of USD $1.00 = AUD $1.53, reported as USD $3.27 per option.

Are the reported options vested and exercisable?

Yes. The filing explicitly states the Options are fully vested and exercisable.

How are the options held according to the Form 4?

The options are held through Awassi Capital Trust #1, and the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest.

Who signed the Form 4 for William Roberts and when?

The Form 4 was signed by Cesilia Kim, attorney-in-fact for William Roberts on 09/05/2025.
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