TeraWulf Boosts Director Compensation with $1M+ Stock Grant Package

Rhea-AI Filing Summary

TeraWulf Director Walter E. Carter reported significant insider transactions in Form 4 filings. On June 21, 2025, Carter received 21,661 shares of common stock through the vesting of Restricted Stock Units (RSUs) that were granted on June 21, 2024. Following this transaction, Carter's direct ownership increased to 294,804 shares.

Additionally, on June 23, 2025, Carter was granted 56,023 new RSUs which will vest on the first anniversary of the grant date, contingent on continued service with TeraWulf. Each RSU represents the right to receive one share of common stock.

• Transaction Type: RSU vesting and new RSU grant
• Securities Involved: Common stock ($0.001 par value)
• Ownership Form: Direct
• Trading Price: RSUs converted/granted at $0

Positive

• Director Walter E. Carter was granted 56,023 new Restricted Stock Units (RSUs), demonstrating continued alignment of board member interests with shareholders through equity-based compensation

Negative

• None.

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
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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^*

Carter Walter E.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/21/2025

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	06/21/2025		M		21,661	A	(1)	294,804	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)	06/21/2025		M			21,661	(3)	(3)	Common stock, $0.001 par value per share	21,661	$0	0	D
Restricted Stock Units	(2)	06/23/2025		A		56,023		(4)	(4)	Common stock, $0.001 par value per share	56,023	$0	56,023	D

Explanation of Responses:

1. The Reporting Person received restricted stock units which vested upon the first anniversary of June 21, 2024, subject to the Reporting Person's continued employment or service with the Issuer through 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 vested upon the first anniversary of June 21, 2024, subject to the Reporting Person's continued employment or service with the Issuer through such date.

4. The restricted stock units will vest upon the first anniversary of June 23, 2025, subject to the Reporting Person's continued employment or service with the Issuer through such date.

Remarks:

	/s/ Stefanie C. Fleischmann, as attorney-in-fact for Walter E. Carter	06/24/2025
	** 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 insider trading activity occurred at WULF on June 21, 2025?

Director Walter E. Carter received 21,661 shares of WULF common stock through the vesting of restricted stock units (RSUs) that were granted on June 21, 2024. Following this transaction, Carter owned 294,804 shares directly.

How many new RSUs did WULF director Walter Carter receive in June 2025?

On June 23, 2025, Walter Carter was granted 56,023 new restricted stock units (RSUs). These RSUs will vest on June 23, 2026, subject to Carter's continued employment or service with TeraWulf.

What is the vesting schedule for WULF's director RSUs granted in 2025?

The RSUs granted to Director Walter Carter on June 23, 2025, have a one-year vesting schedule. They will fully vest on the first anniversary (June 23, 2026), contingent on Carter's continued employment or service with TeraWulf.

How many WULF shares does Director Walter Carter own after June 2025 transactions?

Following the reported transactions, Director Walter Carter directly owns 294,804 shares of WULF common stock. Additionally, he holds 56,023 unvested restricted stock units that will convert to common shares upon vesting in June 2026.

What was the exercise price of WULF RSUs that vested in June 2025?

The restricted stock units had no exercise price ($0). Each RSU represented a contingent right to receive one share of TeraWulf's common stock with a par value of $0.001 per share upon vesting.