WULF Form 4: Director Disposes of Shares, Reports Donation to Charitable Fund

Rhea-AI Filing Summary

Catherine J. Motz, a director of TeraWulf Inc. (WULF), reported disposition of company common stock in two transactions. On 09/19/2025 she sold 52,942 shares at $11.035 per share, reducing her reported beneficial ownership to 159,918 shares. On 09/22/2025 she made an additional disposal of 6,700 shares, reported as a charitable donation to the Fidelity Investments Charitable Gift Fund, reducing her reported beneficial ownership to 153,218 shares. The Form 4 shows the transactions were reported by an attorney-in-fact.

Positive

• None.

Negative

• Director disposed of 52,942 shares via a sale at $11.035 per share, reducing reported holdings.
• Additional 6,700 shares donated to the Fidelity Investments Charitable Gift Fund, further reducing beneficial ownership.

Insights

Securities Analyst

TL;DR: Director sold and donated shares, modestly reducing insider stake; transactions are routine disclosures without additional financial context.

The filing documents two disposals by a company director: a market sale of 52,942 shares at $11.035 and a 6,700-share donation to a charitable gift fund. Together these reduced reported beneficial ownership from 159,918 to 153,218 shares. From a securities-transaction perspective, the sale price and volumes are clearly disclosed, but the filing provides no information on timing motives, pre-arranged plans, or impact on ownership percentage relative to outstanding shares. This limits assessment to straightforward disclosure of executed transactions.

Corporate Governance Expert

TL;DR: Insider disposition includes a charitable gift; disclosure is complete for Form 4 purposes but gives no governance explanation.

The report satisfies Section 16 reporting by identifying the reporting person as a director and listing precise transaction codes and amounts. Notably, the 6,700-share disposal is explicitly described as a donation to the Fidelity Investments Charitable Gift Fund, which clarifies the nature of that transfer. The filing does not state whether any transactions were part of a Rule 10b5-1 plan or other pre-arranged program, so governance context about planning or standing instructions is absent. Material governance implications cannot be drawn beyond the recorded disposals.

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^*

Motz Catherine J.

(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)
09/19/2025

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	09/19/2025		S		52,942	D	$11.035	159,918	D
Common stock, $0.001 par value per share	09/22/2025		G		6,700	D	(1)	153,218	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

Explanation of Responses:

1. The shares were donated to the Fidelity Investments Charitable Gift Fund (FICGF) as a charitable contribution.

Remarks:

	/s/ Stefanie C. Fleischmann, as attorney-in-fact for Catherine J. Motz	09/22/2025
	** 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 transactions did WULF director Catherine J. Motz report on Form 4?

She reported a sale of 52,942 shares at $11.035 per share on 09/19/2025 and a 6,700-share donation on 09/22/2025.

How did these transactions change Motz's beneficial ownership of WULF?

Reported beneficial ownership decreased from 159,918 shares after the sale to 153,218 shares after the donation.

Was the 6,700-share transfer a sale or another type of disposition?

The filing states the 6,700-share disposition was a charitable contribution to the Fidelity Investments Charitable Gift Fund.

Did the Form 4 indicate the sale was part of a 10b5-1 plan?

No. The filing does not state that the transactions were executed pursuant to a Rule 10b5-1 plan.

Who signed the Form 4 filing for Catherine J. Motz?

The form was signed by Stefanie C. Fleischmann as attorney-in-fact for Catherine J. Motz.