TeraWulf's CEO Still Controls 24M+ Shares After Strategic Trust Transfer

Rhea-AI Filing Summary

TeraWulf CEO and Director Paul B. Prager reported significant insider transactions and holdings on June 18, 2025. The key transaction involved the contribution of 1,000,000 shares of common stock to Somerset Goods and Services Trust for no consideration.

Prager's total beneficial ownership includes:

• 491,700 shares held directly
• 3,000,000 shares through Beowulf E&D Holdings
• 5,000 shares through Heorot Power Holdings
• 21,100,000 shares through Riesling Power LLC (controlled via the Paul B. Prager Revocable Trust)

As sole manager of various entities and trustee of the Prager Revocable Trust, Prager maintains significant control over TeraWulf's voting shares while disclaiming beneficial ownership except for his pecuniary interests. This complex ownership structure demonstrates substantial insider control of the company's shares.

Positive

• None.

Negative

• CEO Paul Prager transferred 1,000,000 shares (approximately $3.5M worth) to Somerset Goods and Services Trust, reducing his direct ownership position

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Prager Paul B.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Common stock, $0.001 par value per share	1,000,000	$0.00	--
holding	Common stock, $0.001 par value per share	--	--	--
holding	Common stock, $0.001 par value per share	--	--	--
holding	Common stock, $0.001 par value per share	--	--	--

Holdings After Transaction: Common stock, $0.001 par value per share — 3,000,000 shares (Indirect, By Beowulf E&D Holdings Inc.); Common stock, $0.001 par value per share — 491,700 shares (Direct)

Footnotes (1)

1. 1,000,000 shares of common stock, par value $0.001 per share ("Common Stock") were contributed to Somerset Goods and Services Trust for no consideration. By Beowulf E&D Holdings Inc. ("E&D Holdings"). The Reporting Person is the sole manager of E&D Holdings and, as a result, may be deemed to beneficially own the shares of the Common Stock held by E&D Holdings. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose By Heorot Power Holdings LLC ("Heorot"). The Reporting Person is the sole manager of Heorot and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Heorot. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose By Riesling Power LLC ("Riesling Power"). The Paul B. Prager Revocable Trust ("Prager Revocable Trust") is the sole member of Riesling Power. The Reporting Person is the sole trustee of the Prager Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Prager Revocable Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Mr. Paul B. Prager may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Prager Revocable Trust .

Form 4 Insider Transactions: What Each Field Means →

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^*

Prager Paul B.

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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	06/18/2025		J		1,000,000	D	(1)	3,000,000	I	By Beowulf E&D Holdings Inc.(2)
Common stock, $0.001 par value per share								491,700	D
Common stock, $0.001 par value per share								5,000	I	By Heorot Power Holdings LLC(3)
Common stock, $0.001 par value per share								21,100,000	I	By Riesling Power LLC(4)

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. 1,000,000 shares of common stock, par value $0.001 per share ("Common Stock") were contributed to Somerset Goods and Services Trust for no consideration.

2. By Beowulf E&D Holdings Inc. ("E&D Holdings"). The Reporting Person is the sole manager of E&D Holdings and, as a result, may be deemed to beneficially own the shares of the Common Stock held by E&D Holdings. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose

3. By Heorot Power Holdings LLC ("Heorot"). The Reporting Person is the sole manager of Heorot and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Heorot. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose

4. By Riesling Power LLC ("Riesling Power"). The Paul B. Prager Revocable Trust ("Prager Revocable Trust") is the sole member of Riesling Power. The Reporting Person is the sole trustee of the Prager Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Prager Revocable Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Mr. Paul B. Prager may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Prager Revocable Trust .

Remarks:

	/s/ Paul B. Prager	06/18/2025
	** 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

How many WULF shares did CEO Paul Prager transfer in the June 2025 transaction?

According to the Form 4 filing, CEO Paul Prager transferred 1,000,000 shares of WULF common stock to Somerset Goods and Services Trust for no consideration on June 18, 2025.

What is Paul Prager's total beneficial ownership of WULF stock after the June 2025 transaction?

After the transaction, Paul Prager beneficially owns a total of 24,596,700 WULF shares, consisting of 491,700 shares held directly, and indirect ownership through various entities: 3,000,000 shares through Beowulf E&D Holdings, 5,000 shares through Heorot Power Holdings, and 21,100,000 shares through Riesling Power LLC.

What positions does Paul Prager hold at WULF as of June 2025?

According to the Form 4 filing, Paul Prager serves as both Director and Chief Executive Officer (CEO) of TeraWulf Inc. (WULF).

Through which entities does Paul Prager indirectly own WULF shares?

Paul Prager indirectly owns WULF shares through four entities: 1) Beowulf E&D Holdings Inc. (3,000,000 shares), 2) Heorot Power Holdings LLC (5,000 shares), 3) Riesling Power LLC (21,100,000 shares), and 4) The Paul B. Prager Revocable Trust, which is the sole member of Riesling Power LLC.