0001209191-22-005590.txt : 20220131 0001209191-22-005590.hdr.sgml : 20220131 20220131164732 ACCESSION NUMBER: 0001209191-22-005590 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220119 FILED AS OF DATE: 20220131 DATE AS OF CHANGE: 20220131 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEVITT MICHAEL J CENTRAL INDEX KEY: 0001228160 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40046 FILM NUMBER: 22574637 MAIL ADDRESS: STREET 1: KAYNE ANDERSON CAPITAL ADVISORS, L.P. STREET 2: 1800 AVENUE OF THE STARS, 3RD FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90067 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Core Scientific, Inc./tx CENTRAL INDEX KEY: 0001839341 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 106 EAST 6TH STREET, SUITE 900-145 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: (425) 998-5300 MAIL ADDRESS: STREET 1: 106 EAST 6TH STREET, SUITE 900-145 CITY: AUSTIN STATE: TX ZIP: 78701 FORMER COMPANY: FORMER CONFORMED NAME: Power & Digital Infrastructure Acquisition Corp. DATE OF NAME CHANGE: 20210106 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2022-01-19 0 0001839341 Core Scientific, Inc./tx CORZ 0001228160 LEVITT MICHAEL J C/O CORE SCIENTIFIC, INC. 106 EAST 6TH STREET, SUITE 900-145 AUSTIN TX 78701 1 1 0 0 Chief Executive Officer Common Stock 210854 D Common Stock 41470 I See footnote Common Stock 869110 I See footnote Common Stock 869110 I See footnote Common Stock 3835368 I See footnote Common Stock 10629668 I See footnote Common Stock 800210 I See footnote Common Stock 3199414 I See footnote Warrant (right to buy) 2.15 2020-03-19 Common Stock 1600153 D The securities are held by HKM Investments, LLC, which the Reporting Person serves as its managing member. The shares are held by Michael J. Levitt, Christopher B. Harrison, and Nadine Bernecker Levitt as Co-Trustees of the MJL 2012 Younger Children Trust, modified as of March 21, 2021, which the Reporting Person serves as a trustee. The shares are held by Michael J. Levitt and Christopher B. Harrison as Co-Trustees of the MJL 2012 Older Children Trust, modified as of March 21, 2021, which the Reporting Person serves as a trustee. The shares are held by Michael J. Levitt and Nadine Bernecker Levitt as Co-Trustees of the CS 1219 Trust, dated April 13, 2017, which the Reporting Person serves as a trustee. The shares are held by Michael J. Levitt, as Trustee of the MJL Revoacable Trust, modified as of June 18, 2021, which the Reporting Person serves as a trustee. The shares are held by Nadine Bernecker Levitt as Trustee of the NBL Revocable Trust, modified as of June 18, 2021, which the Reporting Person serves as a trustee. The securities are held by MJL Blockchain LLC, which the Reporting Person serves as its managing member. The latter of January 20, 2023 or the expiration of applicable lockup restrictions on the securities. Exhibit List - Exhibit 24 - Power of Attorney /s/ Jason Minio, Attorney-in-Fact 2022-01-31 EX-24 2 poa.txt POA DOCUMENT Exhibit 24 POWER OF ATTORNEY (For Executing Form ID and Forms 3, 4 and 5) Know all by these presents, that the undersigned hereby constitutes and appoints each of Nicolas Dumont, Pengli Li, Elijah Jenkins and Jason Minio of Cooley LLP, and Todd DuChene, Michael Trzupek and Darin Feinstein of Core Scientific, Inc. (the "Company"), signing individually, the undersigned's true and lawful attorneys-in-fact and agents to: (1) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission (the "SEC"), a Form ID and Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder, in the undersigned's capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of the Company; (2) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and (3) Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion. The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or employed by or a partner at Cooley LLP or another law firm representing the Company, as applicable. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below. Date: 11/4/2021 /s/ Michael Levitt Michael Levitt