TeraWulf Strengthens Board Compensation with 77K Total Share Package

Rhea-AI Filing Summary

TeraWulf Director Michael C. Bucella reported multiple transactions involving restricted stock units (RSUs) in this Form 4 filing:

• On June 21, 2025, 21,661 RSUs vested and were converted to common stock, increasing Bucella's direct holdings to 227,293 shares
• On June 23, 2025, Bucella was granted 56,023 new RSUs that will vest on June 23, 2026, subject to continued service

The transactions reflect standard equity compensation practices for board members, with the RSUs having a conversion ratio of 1:1 for common stock. The vesting schedule follows a one-year cliff vesting pattern, indicating a long-term alignment between the director and shareholder interests. After these transactions, Bucella maintains direct ownership of all reported securities.

Positive

• Director Michael C. Bucella received a new grant of 56,023 RSUs, demonstrating continued alignment with shareholder interests and long-term commitment to the company

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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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^*

Bucella Michael C.

(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)	227,293	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 Michael C. Bucella	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

How many WULF shares did Director Michael Bucella receive on June 21, 2025?

Director Michael Bucella received 21,661 shares of WULF common stock on June 21, 2025, when his restricted stock units (RSUs) vested on the first anniversary of their grant date.

What is Michael Bucella's total WULF stock ownership after the June 2025 transactions?

Following the reported transactions, Michael Bucella directly owns 227,293 shares of WULF common stock.

How many new restricted stock units (RSUs) did WULF grant to Bucella in June 2025?

On June 23, 2025, WULF granted Michael Bucella 56,023 new restricted stock units (RSUs), which will vest on the first anniversary of the grant date (June 23, 2026), subject to his continued service with the company.

What are the vesting conditions for WULF's restricted stock units granted to Director Bucella?

WULF's restricted stock units vest upon the first anniversary of their grant date, subject to Bucella's continued employment or service with TeraWulf through the vesting date. Each RSU represents a contingent right to receive one share of WULF common stock.