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[Form 4] TERAWULF INC. Insider Trading Activity

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

Paul B. Prager, Chief Executive Officer and Director of Terawulf Inc. (WULF), reported transactions on 09/22/2025 disclosing a contribution and other ownership changes. The filing states 1,000,000 shares of common stock were contributed to the Somerset Goods and Services Trust for no consideration. The report lists 3,795,580 shares beneficially owned indirectly by Beowulf E&D Holdings Inc., 36,100,000 shares indirectly by Riesling Power LLC, and 5,000 shares indirectly by Heorot Power Holdings LLC. The filing also shows 938,700 shares marked as disposed. The report is signed by Paul B. Prager on 09/22/2025 and identifies his relationships as CEO and Director.

Positive
  • Timely Section 16 disclosure by the CEO and director, documenting ownership changes and relationships
  • Substantial indirect ownership retained (36,100,000 shares via Riesling Power LLC), indicating continued insider alignment with shareholders
Negative
  • 1,000,000 shares contributed to a trust for no consideration, which reduces the reporting person’s directly reported economic interest as documented
  • 938,700 shares reported as disposed (disposition details such as consideration and date for that line are not fully specified in the filing)

Insights

TL;DR: CEO filed a Form 4 showing a 1,000,000-share contribution to a trust and continued substantial indirect holdings.

The Form 4 documents a non‑cash contribution of 1,000,000 shares to a named trust and shows sizeable indirect positions: 36.1 million shares via Riesling Power LLC and 3.8 million via Beowulf E&D Holdings. The report also records 938,700 shares as disposed. These disclosures affect outstanding insider ownership metrics and dilution calculations; however, the filing does not provide prices or transaction proceeds. The changes appear administrative and ownership‑structure related rather than open‑market trades.

TL;DR: Insider remains a principal beneficial owner and manager of multiple entities; the filing clarifies ownership channels and a trust transfer.

The filing explains the reporting person’s roles as sole manager or trustee of entities holding significant shares, and includes disclaimers of direct beneficial ownership except to the extent of pecuniary interest. The 1,000,000‑share contribution to the Somerset Goods and Services Trust is documented as no consideration, and customary disclaimers accompany indirect holdings. This is a standard Section 16 disclosure clarifying control relationships rather than announcing new corporate action.

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)
09/22/2025
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 09/22/2025 J 1,000,000 D (1) 3,795,580 I By Beowulf E&D Holdings Inc.(2)
Common stock, $0.001 par value per share 36,100,000 I By Riesling Power LLC(3)
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(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 the 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 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.
4. 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 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 did the Form 4 filed by Paul B. Prager (WULF) report on 09/22/2025?

The filing reports a 1,000,000‑share contribution to the Somerset Goods and Services Trust for no consideration and lists other ownership changes and indirect holdings.

How many shares does Paul B. Prager indirectly beneficially own according to this Form 4?

The Form 4 lists 36,100,000 shares via Riesling Power LLC, 3,795,580 shares via Beowulf E&D Holdings Inc., and 5,000 shares via Heorot Power Holdings LLC as indirect holdings.

Was there a sale or disposition reported in this Form 4?

Yes; the filing shows 1,000,000 shares contributed to a trust and separately lists 938,700 shares marked as disposed. The contribution was for no consideration; additional disposition details are not provided.

What roles does Paul B. Prager hold at Terawulf as disclosed in the Form 4?

The filing identifies Paul B. Prager as both a Director and the Chief Executive Officer of Terawulf Inc.

Who signed the Form 4 and when?

The Form 4 was signed by Paul B. Prager on 09/22/2025.
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