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Terawulf (WULF) insider details mandatory preferred stock conversion transaction

Filing Impact
(Neutral)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Terawulf Inc. insider Kerri M. Langlais, a director and Chief Strategy Officer, reported a mandatory conversion of preferred stock into common shares.

On 12/09/2025, 251 shares of Series A Convertible Preferred Stock were converted into 35,629 shares of common stock under the issuer’s mandatory conversion of all Preferred Stock. After this transaction, Langlais beneficially owned 3,572,105 Terawulf common shares directly and 864,701 shares indirectly through the Langlais Family 2021 GST Trust.

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*
Langlais Kerri M.

(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 Strategy Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025
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 12/09/2025 M 35,629 A (1) 3,572,105 D
Common stock, $0.001 par value per share 864,701 I By Langlais Family 2021 GST Trust
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
Series A Convertible Preferred Stock (1) 12/09/2025 M 251 (1) (1) Common stock, $0.001 par value per share 35,629 $1,000 0 D
Explanation of Responses:
1. As of the date of the event requiring the filing of this report, the 251 shares of Series A Convertible Preferred Stock (the "Preferred Stock") were converted into 35,629 shares of common stock, par value $0.001 per share, via a mandatory conversion by the Issuer of all of the shares of its Preferred Stock pursuant to Sec. 10(c) of the Certificate of Designations of the Preferred Stock, at a conversion price of $10.00 per share of Preferred Stock, as previously disclosed on the Issuer's current report on Form 8-K filed on November 25, 2025.
Remarks:
/s/ Kerri M. Langlais 12/11/2025
** 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 Kerri Langlais?

The filing shows that 251 shares of Series A Convertible Preferred Stock held by Kerri M. Langlais were converted into 35,629 shares of Terawulf common stock through a mandatory conversion.

What is Kerri Langlais' role at Terawulf (WULF)?

Kerri M. Langlais is listed as a director and an officer of Terawulf Inc., serving as the company’s Chief Strategy Officer.

How many Terawulf (WULF) common shares does Kerri Langlais own after the transaction?

Following the reported transaction, Kerri Langlais beneficially owned 3,572,105 Terawulf common shares directly and 864,701 common shares indirectly through the Langlais Family 2021 GST Trust.

When did the Terawulf (WULF) preferred stock conversion for Kerri Langlais occur?

The conversion of preferred stock into common stock for Kerri Langlais occurred on 12/09/2025, which is the reported transaction date.

What type of security was converted in this Terawulf (WULF) insider transaction?

The transaction involved Series A Convertible Preferred Stock, which was converted into Terawulf common stock at a stated conversion price of $10.00 per share of Preferred Stock.

Is this Terawulf (WULF) Form 4 filed by more than one reporting person?

No. The report indicates it is a Form filed by one reporting person, covering the holdings and transaction of Kerri M. Langlais only.

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