TeraWulf holder pledges 3M shares in forward

Riesling Power received a cash payment/loan and retains voting and dividend rights over the pledged shares during the contract term.

Rhea-AI Filing Summary

TeraWulf Inc. reported that Riesling Power LLC acquired a prepaid variable share forward contract / loan facility on September 22, 2026, involving 3,000,000 common shares pledged to an unaffiliated dealer. The contract has an approximate 14-month duration; Riesling Power received a cash payment/loan and retains dividend and voting rights over the pledged shares. It may be settled in cash or common stock and/or refinanced at Riesling Power’s option. Paul B. Prager, TeraWulf’s Chief Executive Officer and a director, may be deemed a beneficial owner through the Paul B. Prager Revocable Trust. No Rule 10b5-1 plan is reported.

Insider Trade Summary

Other: 3,000,000 shares

Other 1 txn

Insider Prager Paul B.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Forward sale contract (obligation to sell) F1, F2	3,000,000	--	--

Holdings After Transaction: Forward sale contract (obligation to sell) — 3,000,000 contracts (Indirect, By Riesling Power LLC)

Footnotes (2)

1. F1. On September 22, 2026, Riesling Power LLC ("Riesling Power") entered into a prepaid variable share forward contract / loan facility (the "Contract") of approximately 14 months duration with an unaffiliated dealer with a pledge of up to a maximum of 3,000,000 shares of common stock, par value $0.001 per share ("Common Stock"), of TeraWulf Inc. The Contract can be settled in cash or Common Stock and/or refinanced, at Riesling Power's option. Pursuant to the Contract, Riesling Power received a cash payment / loan from the dealer and pledged 3,000,000 shares of Common Stock (the "Pledged Shares"). Riesling Power retains dividend and voting rights in the Pledged Shares during the term of the pledge.
2. F2. The Paul B. Prager Revocable Trust ("Prager Revocable Trust") is the sole member of Riesling Power. Paul B. Prager (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 Reporting Person may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Prager Revocable Trust.

Key Figures

Pledged common shares: 3,000,000 shares Maximum shares covered by pledge: up to 3,000,000 shares Contract duration: approximately 14 months

3 metrics

Pledged common shares 3,000,000 shares Pledged to the dealer under the contract on September 22, 2026

Maximum shares covered by pledge up to 3,000,000 shares Maximum specified for the contract

Contract duration approximately 14 months Duration stated for the contract entered into on September 22, 2026

Key Terms

prepaid variable share forward contract, Pledged Shares, beneficial owner

3 terms

prepaid variable share forward contract financial

"prepaid variable share forward contract / loan facility"

Pledged Shares financial

"the “Pledged Shares”"

beneficial owner regulatory

"may be deemed to be a beneficial owner"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did WULF CEO Paul B. Prager report?

Riesling Power LLC entered into a prepaid variable share forward contract / loan facility on September 22, 2026, and pledged 3,000,000 TeraWulf common shares. Prager may be deemed a beneficial owner through the Paul B. Prager Revocable Trust.

How many WULF shares did Riesling Power pledge?

Riesling Power pledged 3,000,000 common shares to an unaffiliated dealer. The contract describes a pledge of up to a maximum of 3,000,000 shares.

What did Riesling Power receive under the WULF contract?

Riesling Power received a cash payment/loan from the dealer. The reported terms do not state a dollar amount.

How can the WULF forward contract be settled?

Riesling Power may settle the contract in cash or common stock and/or refinance it, at its option. The contract has an approximate 14-month duration.

Did Riesling Power report a Rule 10b5-1 plan for the WULF transaction?

No Rule 10b5-1 plan is reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/23/2026 - 09:04 AM Accepted by SEC EDGAR 09/23/2026 - 09:03 AM 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^*

Prager Paul B.

(Last) (First) (Middle)

C/O TERAWULF INC.

9 FEDERAL STREET

(Street)

EASTON MARYLAND 21601

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2026

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

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
Forward sale contract (obligation to sell)	(1)	09/22/2026		J/K(1)		3,000,000		(1)	(1)	Common stock, $0.001 par value per share	3,000,000	(1)	3,000,000	I	By Riesling Power LLC(2)

Explanation of Responses:

1. On September 22, 2026, Riesling Power LLC ("Riesling Power") entered into a prepaid variable share forward contract / loan facility (the "Contract") of approximately 14 months duration with an unaffiliated dealer with a pledge of up to a maximum of 3,000,000 shares of common stock, par value $0.001 per share ("Common Stock"), of TeraWulf Inc. The Contract can be settled in cash or Common Stock and/or refinanced, at Riesling Power's option. Pursuant to the Contract, Riesling Power received a cash payment / loan from the dealer and pledged 3,000,000 shares of Common Stock (the "Pledged Shares"). Riesling Power retains dividend and voting rights in the Pledged Shares during the term of the pledge.

2. The Paul B. Prager Revocable Trust ("Prager Revocable Trust") is the sole member of Riesling Power. Paul B. Prager (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 Reporting Person 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	09/23/2026
	** 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)