IREN Ltd (IREN) Co-CEO receives major RSU grant and trust-held shares

Rhea-AI Filing Summary

IREN Ltd disclosed that Awassi Capital Trust #1, an entity associated with Co‑Chief Executive Officer William Gregory Roberts, indirectly acquired two blocks of ordinary shares, in amounts of 552,197 and 9,099,328 shares at a stated price of $0.00 per share. These transactions reflect a grant of restricted stock units (RSUs) for fiscal year 2027 and the vesting of a prior TSR performance RSU award. The new RSU grant will vest in equal annual installments over a four‑year period and then remain subject to a two‑year post‑vesting holding period, creating a combined six‑year vesting and holding timeline that extends to the 2033 fiscal year for the final installment. As a result of this long‑dated award, Roberts is not scheduled to receive additional equity incentive grants under the company’s program until the 2031 fiscal year. The filing notes that the ordinary shares and RSUs are held through Awassi Capital Trust #1, where Roberts has control over the trustee but disclaims beneficial ownership except to the extent of his pecuniary interest.

Insights

Equity compensation analyst

Large, long-dated RSU package for IREN’s co-CEO, structured via a trust.

The transactions show Awassi Capital Trust #1 receiving 552,197 and 9,099,328 IREN ordinary shares at $0.00 per share through RSU-related awards. This is compensation-driven, not an open-market purchase, and is reported as indirect ownership tied to Co‑CEO William Gregory Roberts.

The footnotes describe a fiscal 2027 RSU grant that vests over four years with an added two-year holding period, so the final tranche extends to fiscal 2033. The company also states Roberts will not receive further equity incentive awards until fiscal 2031, concentrating his incentive alignment in this single, long-horizon package.

The filing clarifies the shares and RSUs are held by Awassi Capital Trust #1, where Roberts controls the trustee but disclaims beneficial ownership beyond his pecuniary interest. Subsequent filings around fiscal years 2031 and 2033 may provide more detail on how much of this award ultimately vests and is retained.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Roberts William Gregory

Role Co-Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	9,099,328	$0.00	--
Grant/Award	Ordinary Shares	552,197	$0.00	--

Holdings After Transaction: Ordinary Shares — 23,089,024 shares (Indirect, By Awassi Capital Trust #1)

Footnotes (1)

1. Represents a grant of restricted stock units ("RSUs") for fiscal year 2027 that will vest in equal annual installments over a four-year period following the grant date subject to the Reporting Person's satisfaction of applicable vesting conditions. As a result of the grant of RSUs, the Reporting Person will not receive any further equity incentive awards under the Issuer's equity incentive program until the Company's 2031 fiscal year. The grant is subject to a combined six-year vesting and holding period; following the vesting date of any RSUs, the RSUs will be subject to a two-year post-vesting holding period which will extend to fiscal year 2033 for the final installment, during which the Reporting Person generally may not sell, transfer, or otherwise monetize the vested RSUs. Represents ordinary shares of IREN Limited and restricted stock units held through the Awassi Capital Trust #1, of which the Reporting Person has control over the trustee. The Reporting Person disclaims beneficial ownership of the ordinary shares and restricted stock units, except to the extent of his pecuniary interest therein. Reflects the vesting of an outstanding award of TSR performance RSUs previously granted to the reporting person.

Key Figures

RSU-related share acquisition 1: 552,197 shares RSU-related share acquisition 2: 9,099,328 shares Holdings after acquisition (entry 1): 23,641,221 shares +5 more

8 metrics

RSU-related share acquisition 1 552,197 shares Ordinary shares indirectly acquired at $0.00 per share by Awassi Capital Trust #1

RSU-related share acquisition 2 9,099,328 shares Additional ordinary shares indirectly acquired at $0.00 per share by Awassi Capital Trust #1

Holdings after acquisition (entry 1) 23,641,221 shares Total ordinary shares indirectly held following one of the reported transactions

Holdings after acquisition (entry 2) 23,089,024 shares Total ordinary shares indirectly held following the other reported transaction

RSU vesting period 4 years Fiscal 2027 RSU grant vests in equal annual installments over four years

Post-vesting holding period 2 years Each vested RSU tranche subject to two-year holding period after vesting

No further equity awards Until fiscal 2031 Roberts will not receive more equity incentive awards before the 2031 fiscal year

Final holding extension Fiscal 2033 Holding period for the last RSU installment extends into fiscal 2033

Key Terms

restricted stock units ("RSUs"), TSR performance RSUs, pecuniary interest, post-vesting holding period, +1 more

5 terms

restricted stock units ("RSUs") financial

"Represents a grant of restricted stock units ("RSUs") for fiscal year 2027 that will vest in equal annual installments"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

TSR performance RSUs financial

"Reflects the vesting of an outstanding award of TSR performance RSUs previously granted to the reporting person."

pecuniary interest financial

"The Reporting Person disclaims beneficial ownership of the ordinary shares and restricted stock units, except to the extent of his pecuniary interest therein."

post-vesting holding period financial

"the RSUs will be subject to a two-year post-vesting holding period which will extend to fiscal year 2033 for the final installment"

beneficial ownership financial

"The Reporting Person disclaims beneficial ownership of the ordinary shares and restricted stock units, except to the extent of his pecuniary interest therein."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 04:41 PM Accepted by SEC EDGAR 07/01/2026 - 04:40 PM Learn about SEC filing dates

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 5, 55 MARKET STREET

(Street)

SYDNEY C3 2000

(City) (State) (Zip)

AUSTRALIA

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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
Ordinary Shares	07/01/2026		A		9,099,328(1)	A	$0	23,089,024	I	By Awassi Capital Trust #1(2)
Ordinary Shares	07/01/2026		A		552,197(3)	A	$0	23,641,221	I	By Awassi Capital Trust #1(2)

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 a grant of restricted stock units ("RSUs") for fiscal year 2027 that will vest in equal annual installments over a four-year period following the grant date subject to the Reporting Person's satisfaction of applicable vesting conditions. As a result of the grant of RSUs, the Reporting Person will not receive any further equity incentive awards under the Issuer's equity incentive program until the Company's 2031 fiscal year. The grant is subject to a combined six-year vesting and holding period; following the vesting date of any RSUs, the RSUs will be subject to a two-year post-vesting holding period which will extend to fiscal year 2033 for the final installment, during which the Reporting Person generally may not sell, transfer, or otherwise monetize the vested RSUs.

2. Represents ordinary shares of IREN Limited and restricted stock units held through the Awassi Capital Trust #1, of which the Reporting Person has control over the trustee. The Reporting Person disclaims beneficial ownership of the ordinary shares and restricted stock units, except to the extent of his pecuniary interest therein.

3. Reflects the vesting of an outstanding award of TSR performance RSUs previously granted to the reporting person.

	/s/ Cesilia Kim, attorney-in-fact for William G. Roberts	07/01/2026
	** 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 equity awards were reported for IREN (IREN) Co-CEO William Gregory Roberts?

The disclosure shows Awassi Capital Trust #1 acquiring 552,197 and 9,099,328 IREN ordinary shares at $0.00 per share. These reflect a new fiscal 2027 RSU grant and vesting of a prior TSR performance RSU award, both tied to Roberts’ compensation package.

How do the new IREN (IREN) RSUs for the Co-CEO vest and when do they fully settle?

The fiscal 2027 RSU grant vests in equal annual installments over four years. After each vesting date, the RSUs remain subject to a two-year post-vesting holding period, so the final installment’s holding extends into the company’s 2033 fiscal year.

Will IREN (IREN) Co-CEO William Gregory Roberts receive additional equity awards before 2031?

The company states that, following this large RSU grant, Roberts will not receive further equity incentive awards under IREN’s equity incentive program until the 2031 fiscal year. This concentrates his equity incentives in the current long-dated award cycle.

How are the reported IREN (IREN) shares and RSUs for the Co-CEO held?

The ordinary shares and restricted stock units are held through Awassi Capital Trust #1. Roberts has control over the trustee but disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest in the trust’s holdings.

What is the nature of the TSR performance RSUs mentioned in the IREN (IREN) filing?

One footnote notes the vesting of an outstanding award of TSR performance RSUs previously granted to Roberts. These performance-based RSUs vested and are now reflected among the ordinary shares held indirectly through Awassi Capital Trust #1, alongside the new fiscal 2027 RSU grant.