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[Form 4] TERAWULF INC. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

TeraWulf Inc. insider Paul B. Prager, the company’s Chief Executive Officer, director, and 10% owner, reported an internal reallocation of his holdings in TeraWulf common stock. On 11/20/2025, three million shares of common stock were contributed from his affiliate Riesling Power LLC to the Riesling Goods and Services Trust for no consideration, which is shown as a disposition of 3,000,000 shares in the filing. After this and related internal transfers, Prager reports beneficial ownership of TeraWulf shares held directly and through several entities, including 35,554,688 shares indirectly through Riesling Power LLC, 4,968,852 shares through Beowulf E&D Holdings Inc., 1,100,000 shares through Stammtisch Investments LLC, 938,700 shares held directly, and 5,000 shares through Heorot Power Holdings LLC. The filing notes these entity holdings may be attributed to him under beneficial ownership rules, while he disclaims ownership beyond his economic interest.

Positive
  • None.
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
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 X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025
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 11/20/2025 J 3,000,000 D (1) 35,554,688 I By Riesling Power LLC(2)
Common stock, $0.001 par value per share 4,968,852 I By Beowulf E&D Holdings Inc.(3)
Common stock, $0.001 par value per share 1,100,000 I By Stammtisch Investments LLC(4)
Common stock, $0.001 par value per share 938,700 D
Common stock, $0.001 par value per share 5,000 I By Heorot Power Holdings LLC(5)
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. Three million shares of common stock, par value $0.001 per share ("Common Stock") were contributed to the Riesling Goods and Services Trust for no consideration.
2. 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 .
3. 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
4. By Stammtisch Investments LLC ("Stammtisch"). The Reporting Person is the sole manager of Stammtisch and, as a result, may be deemed to beneficially own the shares of Common Stock held by Stammtisch. The Reporting Person disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose. 1,100,000 shares of Common Stock were transferred from Riesling Power to Stammtisch in a transaction exempt from reporting under Rule 16a-13 on November 20, 2025.
5. 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
Remarks:
/s/ Paul B. Prager 11/21/2025
** 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 transaction did TeraWulf (WULF) report for Paul B. Prager?

The filing reports that on 11/20/2025, three million shares of TeraWulf common stock were contributed from Riesling Power LLC to the Riesling Goods and Services Trust for no consideration. This is reported as a disposition of 3,000,000 shares of common stock.

What is Paul B. Prager’s role and status at TeraWulf Inc. (WULF)?

Paul B. Prager is reported as a Director, Chief Executive Officer, and a 10% owner of TeraWulf Inc., making him a major insider subject to Section 16 reporting rules.

How many TeraWulf (WULF) shares does Paul B. Prager report beneficially owning after the transaction?

After the reported transaction, Prager reports beneficial ownership of 35,554,688 shares through Riesling Power LLC, 4,968,852 shares through Beowulf E&D Holdings Inc., 1,100,000 shares through Stammtisch Investments LLC, 938,700 shares held directly, and 5,000 shares through Heorot Power Holdings LLC.

Was there any consideration paid for the 3,000,000 TeraWulf (WULF) shares transferred?

No. The explanation states that three million shares of common stock were contributed to the Riesling Goods and Services Trust for no consideration.

What additional internal transfer involving TeraWulf (WULF) shares is described?

The explanation notes that 1,100,000 shares of common stock were transferred from Riesling Power LLC to Stammtisch Investments LLC in a transaction described as exempt from reporting under Rule 16a-13 on November 20, 2025.

Why is Paul B. Prager considered a beneficial owner of TeraWulf (WULF) shares held by various entities?

The filing explains that Prager serves as sole trustee or sole manager of entities such as the Prager Revocable Trust, Beowulf E&D Holdings Inc., Stammtisch Investments LLC, and Heorot Power Holdings LLC, and therefore may be deemed to direct voting and disposition of the TeraWulf shares they hold.

Does Paul B. Prager fully acknowledge beneficial ownership of all TeraWulf (WULF) shares held by these entities?

No. The filing states that he disclaims beneficial ownership of the shares held by certain entities except to the extent of his pecuniary interest, and that including them in the report should not be deemed an admission of full beneficial ownership.

Terawulf Inc

NASDAQ:WULF

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WULF Stock Data

4.84B
304.94M
28.15%
54.69%
25.53%
Capital Markets
Finance Services
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United States
EASTON