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WULF Insider Filing: Lake Harriet Enters 350,000-Share Variable Forward

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

Rhea-AI Filing Summary

On September 19, 2025 Lake Harriet Holdings, LLC entered into a prepaid variable share forward contract with an unaffiliated buyer that obligates Lake Harriet Holdings to deliver up to 350,000 shares of Terawulf Inc. (WULF) common stock on a scheduled valuation date of September 21, 2026 or, at Lake Harriet Holdings' election, a cash payment tied to the value of those shares. Lake Harriet received a cash payment under the contract and pledged the 350,000 shares to secure its obligations while retaining dividend and voting rights in the pledged shares during the pledge term. The share delivery amount at settlement will be determined by the contract formula using the valuation date volume-weighted average price relative to specified floor and cap prices.

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Insights

TL;DR: Reporting shows a prepaid variable forward for 350,000 WULF shares secured by pledged stock, with settlement based on a valuation formula.

The filing documents a financing arrangement where Lake Harriet Holdings effectively monetized up to 350,000 Terawulf shares via a prepaid variable forward. The structure provides near-term cash to Lake Harriet while leaving dividend and voting rights intact during the pledge. Settlement mechanics tie delivered shares or cash to a volume-weighted average price on the valuation date with specified floor and cap adjustments, so final share count will vary based on that price relative to contract thresholds. For investors, this is a non-standard equity financing/hedging arrangement by a significant insider entity but the filing does not disclose proceeds amount, forward floor/cap prices, or potential accounting impacts.

TL;DR: Insider-related entity entered a pledged prepaid forward covering 350,000 shares; trustee control could imply indirect beneficial ownership.

The disclosure clarifies beneficial ownership links: the Khan Revocable Trust is sole member of Lake Harriet Holdings and the reporting person is sole trustee, which may confer indirect beneficial ownership under Exchange Act rules. The pledge secures contractual obligations while preserving dividend and voting rights, which maintains shareholder influence during the contract period. The form does not report any direct sale by the reporting person; instead it reports the derivative forward arrangement and the pledge used as collateral. Material governance details such as specific forward floor/cap levels and cash consideration received are not included in the filing text.

Insider Khan Nazar M.
Role Chief Technology Officer
Type Security Shares Price Value
Other Forward sale contract (obligation to sell) 350,000 $0.00 --
Holdings After Transaction: Forward sale contract (obligation to sell) — 350,000 shares (Indirect, By Lake Harriet Holdings, LLC)
Footnotes (1)
  1. On September 19, 2025, Lake Harriet Holdings, LLC (?Lake Harriet Holdings?) entered into a prepaid variable share forward contract (the ?Contract?) with an unaffiliated third-party buyer. Lake Harriet Holdings is obligated to deliver to the buyer on the settlement date (the ?Settlement Date?), based on the specified scheduled valuation date of September 21, 2026, at Lake Harriet Holdings? option, either (i) up to 350,000 shares of common stock, par value $0.001 per share (?common stock?), of Terawulf Inc. (the ?Issuer?) (such number of shares, the ?Component Number of Shares?), determined based on the terms of the Contract (as described in footnotes 3, 4 and 5), or (ii) a cash payment equal to the value of such Component Number of Shares, determined based on the terms of the Contract (as described in footnotes 3, 4 and 5). (Continued from footnote 1) In exchange for assuming this obligation, Lake Harriet Holdings received a cash payment pursuant to the terms of the Contract. Lake Harriet Holdings pledged 350,000 shares of common stock (the ?Pledged Shares?) to secure its obligations under the Contract. Lake Harriet Holdings retains dividend and voting rights in the Pledged Shares during the term of the pledge. The cash amount or number of shares to be delivered to the buyer on the Settlement Date will be determined on the valuation date. The number of shares or cash amount is determined as follows: (a) if the volume-weighted average price at which the shares of common stock trade on the valuation date (the ?Settlement Price?) is less than or equal to a price specified in the Contract (the ?Forward Floor Price?), Lake Harriet Holdings will deliver to the buyer (i) if Lake Harriet Holdings elects physical settlement, the Component Number of Shares or (ii) if Lake Harriet Holdings elects cash settlement, a cash payment in an amount equal to the value of the Component Number of Shares as of the valuation date; (Continued from footnote 3) (b) if the Settlement Price is between the Forward Floor Price and a price specified in the Contract (the ?Forward Cap Price?), Lake Harriet Holdings will deliver to the buyer (i) if Lake Harriet Holdings elects physical settlement, a number of shares of common stock equal to the product of (A) the Component Number of Shares and (B) a fraction, the numerator of which is the Forward Floor Price and the denominator of which is the Settlement Price, or (ii) if Lake Harriet Holdings elects cash settlement, a cash payment in an amount equal to the number of shares determined as described in the preceding clause (b)(i); (Continued from footnote 4) and (c) if the Settlement Price is greater than the Forward Cap Price, Lake Harriet Holdings will deliver to the buyer (i) if Lake Harriet Holdings elects physical settlement, a number of shares of common stock equal to the product of (A) the Component Number of Shares and (B) a fraction, the numerator of which is the sum of (x) the Forward Floor Price and (y) the Settlement Price minus the Forward Cap Price, and the denominator of which is the Settlement Price, or (ii) if Lake Harriet Holdings elects cash settlement, a cash payment in an amount equal to the number of shares determined as described in the preceding clause (c)(i). By Lake Harriet Holdings The Nazar M. Khan Revocable Trust ("Khan Revocable Trust") is the sole member of Lake Harriet Holdings. The Reporting Person is the sole trustee of the Khan Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Khan Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Person may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Khan Revocable Trust.
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Form 4 Insider Transactions: What Each Field Means →
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*
Khan Nazar M.
(Last) (First) (Middle)
C/O TERAWULF INC.
9 FEDERAL STREET
(Street)
EASTON MD 26101
(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 Technology Officer
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
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)(2)(3)(4)(5) 09/19/2025 J(1)(2)(3)(4)(5) 350,000 (1)(2)(3)(4)(5) (1)(2)(3)(4)(5) Common Stock 350,000 (1)(2)(3)(4)(5) 350,000 I By Lake Harriet Holdings, LLC(6)
Explanation of Responses:
1. On September 19, 2025, Lake Harriet Holdings, LLC (?Lake Harriet Holdings?) entered into a prepaid variable share forward contract (the ?Contract?) with an unaffiliated third-party buyer. Lake Harriet Holdings is obligated to deliver to the buyer on the settlement date (the ?Settlement Date?), based on the specified scheduled valuation date of September 21, 2026, at Lake Harriet Holdings? option, either (i) up to 350,000 shares of common stock, par value $0.001 per share (?common stock?), of Terawulf Inc. (the ?Issuer?) (such number of shares, the ?Component Number of Shares?), determined based on the terms of the Contract (as described in footnotes 3, 4 and 5), or (ii) a cash payment equal to the value of such Component Number of Shares, determined based on the terms of the Contract (as described in footnotes 3, 4 and 5).
2. (Continued from footnote 1) In exchange for assuming this obligation, Lake Harriet Holdings received a cash payment pursuant to the terms of the Contract. Lake Harriet Holdings pledged 350,000 shares of common stock (the ?Pledged Shares?) to secure its obligations under the Contract. Lake Harriet Holdings retains dividend and voting rights in the Pledged Shares during the term of the pledge.
3. The cash amount or number of shares to be delivered to the buyer on the Settlement Date will be determined on the valuation date. The number of shares or cash amount is determined as follows: (a) if the volume-weighted average price at which the shares of common stock trade on the valuation date (the ?Settlement Price?) is less than or equal to a price specified in the Contract (the ?Forward Floor Price?), Lake Harriet Holdings will deliver to the buyer (i) if Lake Harriet Holdings elects physical settlement, the Component Number of Shares or (ii) if Lake Harriet Holdings elects cash settlement, a cash payment in an amount equal to the value of the Component Number of Shares as of the valuation date;
4. (Continued from footnote 3) (b) if the Settlement Price is between the Forward Floor Price and a price specified in the Contract (the ?Forward Cap Price?), Lake Harriet Holdings will deliver to the buyer (i) if Lake Harriet Holdings elects physical settlement, a number of shares of common stock equal to the product of (A) the Component Number of Shares and (B) a fraction, the numerator of which is the Forward Floor Price and the denominator of which is the Settlement Price, or (ii) if Lake Harriet Holdings elects cash settlement, a cash payment in an amount equal to the number of shares determined as described in the preceding clause (b)(i);
5. (Continued from footnote 4) and (c) if the Settlement Price is greater than the Forward Cap Price, Lake Harriet Holdings will deliver to the buyer (i) if Lake Harriet Holdings elects physical settlement, a number of shares of common stock equal to the product of (A) the Component Number of Shares and (B) a fraction, the numerator of which is the sum of (x) the Forward Floor Price and (y) the Settlement Price minus the Forward Cap Price, and the denominator of which is the Settlement Price, or (ii) if Lake Harriet Holdings elects cash settlement, a cash payment in an amount equal to the number of shares determined as described in the preceding clause (c)(i).
6. By Lake Harriet Holdings The Nazar M. Khan Revocable Trust ("Khan Revocable Trust") is the sole member of Lake Harriet Holdings. The Reporting Person is the sole trustee of the Khan Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Khan Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Person may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Khan Revocable Trust.
/s/ Nazar M. Khan 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transaction did the Form 4 for WULF report?

The Form 4 reports that Lake Harriet Holdings entered a prepaid variable share forward contract on September 19, 2025 obligating delivery of up to 350,000 shares of Terawulf Inc. common stock or a cash payment tied to those shares.

When will the forward contract be settled?

The filing states a scheduled valuation date of September 21, 2026 on which the number of shares or cash to be delivered will be determined for settlement.

Did Lake Harriet Holdings receive payment for the forward contract?

Yes. The filing states Lake Harriet Holdings received a cash payment in exchange for assuming the obligation under the Contract.

Are the pledged shares still entitled to dividends and voting?

Yes. The filing explicitly states Lake Harriet Holdings retains dividend and voting rights in the pledged 350,000 shares during the pledge term.

Why might the reporting person be considered a beneficial owner?

The filing explains the Khan Revocable Trust is sole member of Lake Harriet Holdings and the reporting person is sole trustee, so under Exchange Act regulations the reporting person may be deemed an indirect beneficial owner of shares held by the trust.