0001877255-23-000011.txt : 20231024 0001877255-23-000011.hdr.sgml : 20231024 20231024213606 ACCESSION NUMBER: 0001877255-23-000011 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231020 FILED AS OF DATE: 20231024 DATE AS OF CHANGE: 20231024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prager Paul B. CENTRAL INDEX KEY: 0001877255 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41163 FILM NUMBER: 231343768 MAIL ADDRESS: STREET 1: 9 FEDERAL STREET CITY: EASTON STATE: MD ZIP: 21601 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TERAWULF INC. CENTRAL INDEX KEY: 0001083301 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 871909475 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9 FEDERAL STREET CITY: EASTON STATE: MD ZIP: 21601 BUSINESS PHONE: (410) 770-9500 MAIL ADDRESS: STREET 1: 9 FEDERAL STREET CITY: EASTON STATE: MD ZIP: 21601 FORMER COMPANY: FORMER CONFORMED NAME: IKONICS CORP DATE OF NAME CHANGE: 20021216 FORMER COMPANY: FORMER CONFORMED NAME: CHROMALINE CORP DATE OF NAME CHANGE: 19990405 4 1 wk-form4_1698197751.xml FORM 4 X0508 4 2023-10-20 0 0001083301 TERAWULF INC. WULF 0001877255 Prager Paul B. C/O TERAWULF INC. 9 FEDERAL STREET EASTON MD 21601 1 1 1 0 Chief Executive Officer 0 Common stock, $0.001 par value per share 2023-10-20 4 J 0 3000000 D 1736371 I By Allin Wulf LLC Common stock, $0.001 par value per share 2023-10-20 4 J 0 513484 A 513484 D Common stock, $0.001 par value per share 2023-10-20 4 J 0 513484 D 0 D Common stock, $0.001 par value per share 2921026 I By Beowulf Electricity & Data Inc. Common stock, $0.001 par value per share 525000 I By Heorot Power Holdings LLC Common stock, $0.001 par value per share 10638 I By Somerset Operating Company, LLC Common stock, $0.001 par value per share 20568267 I By Stammtisch Investments LLC Common stock, $0.001 par value per share 654706 I By Lucky Liefern LLC Warrants 0.01 2023-10-20 4 J 0 141726 A 2024-04-01 2025-12-31 Common stock, $0.001 par value per share 141726 141726 D Warrants 0.01 2023-10-20 4 J 0 141726 D 2024-04-01 2025-12-31 Common stock, $0.001 par value per share 141726 0 D Warrants 0.01 2023-10-20 4 J 0 141726 A 2024-04-01 2025-12-31 Common stock, $0.001 par value per share 141726 141726 I By Allin WULF LLC Warrants 1 2023-10-20 4 J 0 441163 A 2024-04-01 2026-12-31 Common stock, $0.001 par value per share 441163 441163 D Warrants 1 2023-10-20 4 J 0 441163 D 2024-04-01 2026-12-31 Common stock, $0.001 par value per share 441163 0 D Warrants 1 2023-10-20 4 J 0 441163 A 2024-04-01 2026-12-31 Common stock, $0.001 par value per share 441163 441163 I By Allin WULF LLC 3,000,000 shares of common stock, par value $0.01 per share ("Common Stock") were contributed to Somerset Goods and Services Trust for no consideration. By Allin WULF LLC ("Allin"). The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Allin. 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. NovaWulf Digital Private Fund LLC distributed warrants and shares of Common Stock to its members, including the Reporting Person. 513,484 shares of Common Stock were contributed to Somerset Goods and Services Trust for no consideration. The shares were issued to Beowulf Electricity & Data Inc. ("Beowulf E&D") as incentive equity compensation pursuant to that certain Administrative and Infrastructure Services Agreement, dated as of April 27, 2021 and as amended on March 29, 2023, between Beowulf E&D and the issuer. The Reporting Person is the sole shareholder of Beowulf E&D and, as a result, may be deemed to beneficially own the shares of Common Stock held by Beowulf E&D. 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. 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 By Somerset Operating Company, LLC ("Somerset"). The Reporting Person is the sole manager of Somerset and, as a result, may be deemed to beneficially own the shares of Common Stock held by Somerset. 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. 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. By Lucky Liefern LLC. The Reporting Person is the sole manager of Lucky Liefern LLC and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Lucky Liefern LLC. 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. This transaction involved the Reporting Person's contribution of 141,726 penny warrants to Allin WULF LLC ("Allin"). The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the penny warrants held by Allin. The Reporting Person disclaims beneficial ownership of such penny warrants except to the extent of his pecuniary interest therein, and the inclusion of such penny warrants in this report shall not be deemed an admission of beneficial ownership of all of the reported penny warrants for purposes of Section 16 of the Exchange Act, or for any other purpose. This transaction involved the Reporting Person's contribution of 441,163 dollar warrants to Allin. The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the dollar warrants held by Allin. The Reporting Person disclaims beneficial ownership of such dollar warrants except to the extent of his pecuniary interest therein, and the inclusion of such dollar warrants in this report shall not be deemed an admission of beneficial ownership of all of the reported penny warrants for purposes of Section 16 of the Exchange Act, or for any other purpose. /s/ Paul B. Prager 2023-10-24