[Form 4] TeraWulf Inc. Insider Trading Activity

Rhea-AI Filing Summary

William J. Tanimoto, the Chief Accounting Officer of TeraWulf Inc. (WULF), reported receipt of 6,667 restricted stock units (RSUs) on 08/16/2025. Each RSU represents a contingent right to receive one share of the issuer's common stock. The filing shows 6,667 shares acquired in a non-derivative entry and the derivative section identifies 6,667 RSUs with an underlying amount of 6,667 common shares. The RSUs are subject to a three-year vesting schedule, vesting in three equal installments on each of the first three anniversaries of August 16, 2023, contingent on continued employment or service through each vest date. Following the reported transaction, the filing lists 24,251 shares as beneficially owned in the non-derivative table.

Positive

• 6,667 restricted stock units granted to the Chief Accounting Officer, explicitly disclosed
• Each RSU converts to one share, clarifying underlying equity exposure
• Three‑year vesting schedule disclosed, with specific vesting anniversaries and employment condition
• Post‑transaction beneficial ownership reported as 24,251 shares, enhancing transparency

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider received time‑based RSUs totaling 6,667 shares, reflecting standard employee equity compensation rather than a market sale or purchase.

The Form 4 documents a grant/receipt of 6,667 restricted stock units to the Chief Accounting Officer, each representing one share, with vesting in three equal annual installments from August 16, 2023, conditioned on continued service. This is a routine equity compensation disclosure under Section 16 reporting rules and does not reflect a cash sale or open‑market transaction. The filing also reports 24,251 shares beneficially owned following the transaction, providing transparency on insider holdings.

Corporate Governance Expert

TL;DR: The disclosure shows standard retention-based RSUs with time‑based vesting and employment condition—typical governance practice.

The report clearly states the RSUs vest in three equal installments on each of the first three anniversaries of August 16, 2023, subject to continued employment. The filing was signed by an attorney‑in‑fact and filed on August 18, 2025. The disclosure meets Section 16 transparency requirements by reporting both the grant and post‑transaction beneficial ownership. No departures, sales, or other governance red flags are disclosed in this Form 4.

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

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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^*

Tanimoto William Joseph

(Last) (First) (Middle)

C/O TERAWULF INC.

9 FEDERAL STREET

(Street)

EASTON MD 21601

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TERAWULF INC. [ WULF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/16/2025

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
Common stock, $0.001 par value per share	08/16/2025		M		6,667	A	(1)	24,251	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
Restricted Stock Units	(2)	08/16/2025		M			6,667	(3)	(3)	Common stock, $0.001 par value per share	6,667	$0	6,666	D

Explanation of Responses:

1. The Reporting Person received restricted stock units subject to a three-year vesting schedule, vesting in three equal installments upon each of the first three anniversaries of August 16, 2023, in each case subject to the Reporting Person's continued employment or service with the Issuer through each such date.

2. Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's common stock, $0.001 par value per share.

3. The restricted stock units vest in three equal installments upon each of the first three anniversaries of August 16, 2023, subject to the Reporting Person's continued employment or service with the Issuer through each such date.

Remarks:

	/s/ Stefanie C. Fleischmann, as attorney-in-fact for William J. Tanimoto	08/18/2025
	** 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 J. Tanimoto report on the Form 4 for WULF?

The filing reports receipt of 6,667 restricted stock units (RSUs) on 08/16/2025 and lists 24,251 shares beneficially owned following the transaction.

How do the RSUs reported for WULF vest?

The RSUs vest in three equal installments on each of the first three anniversaries of August 16, 2023, subject to the reporting person's continued employment or service.

What does each Restricted Stock Unit represent in this Form 4?

Each RSU represents a contingent right to receive one share of TeraWulf Inc. common stock, $0.001 par value.

When was the Form 4 filed and who signed it?

The Form 4 was signed by Stefanie C. Fleischmann as attorney‑in‑fact for William J. Tanimoto and dated 08/18/2025.

Does the Form 4 show any open‑market purchases or sales by the reporting person?

No; the Form 4 documents a grant/receipt of RSUs (code M) and does not show an open‑market purchase or sale transaction.