X0206 3 2021-10-19 0 0001856028 Stronghold Digital Mining, Inc. SDIG 0001478762 Beard Gregory A 595 MADISON AVENUE, 29TH FLOOR NEW YORK NY 10022 1 1 1 0 Chief Executive Officer Class A common stock 5000 I By Q Power LLC Class V common stock 9395000 I By Q Power LLC Stock Option (Right to Buy) 26.87 Class A common stock, par value $0.0001 290000 D Stronghold Digital Mining Holdings LLC Units Class A common stock, par value $0.0001 9395000 I By Q Power LLC Does not give effect to 2.88-for-1 stock split, which the Issuer expects to effect in connection with the closing of its initial public offering on October 22, 2021. After giving effect to such split, the amount of securities reported in column 2 would be adjusted to 14,400. The reporting person is a managing member of Q Power LLC and may be deemed to be the beneficial owner of the securities held directly by Q Power LLC. The reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of, or has any pecuniary interests in, such securities for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, or for any other purpose. Each share of Class V common stock has no economic right but entitles its holder to one vote on all matters to be voted on by shareholders generally. At the request of the holder, each common unit ("Common Unit") of Stronghold Digital Mining Holdings, LLC ("Stronghold LLC") may be coupled with a share of Class V common stock and redeemed for, at the Issuer's election and subject to certain restrictions in the Limited Liability Company Agreement of Stronghold LLC (as amended and restated, the "Stronghold LLC Agreement"), newly issued shares of Class A common stock of the Issuer on a one-for-one basis or for a cash payment to be determined pursuant to the Stronghold LLC Agreement for each Common Unit redeemed. The Common Units do not expire. Does not give effect to 2.88-for-1 stock split, which the Issuer expects to effect in connection with the closing of its initial public offering on October 22, 2021. After giving effect to such split, the amount of securities reported in Table I, column 2 and Table II, column 3 would be adjusted to 27,057,600. On September 3, 2021, the reporting person was granted a stock option to purchase 290,000 shares of restricted Class A common stock of the Issuer, which vests in 12 equal quarterly installments beginning on September 3, 2021, subject to continued service through each vesting date. Once exercised, such restricted stock cannot be sold without the approval of the board of directors of the Issuer. Does not give effect to 2.88-for-1 stock split, which the Issuer expects to effect in connection with the closing of its initial public offering on October 22, 2021. After giving effect to such split, the number of securities underlying the option will be 835,200 at an exercise price of $9.33. Exhibit List: Exhibit 24.1 - Power of Attorney /s/ Matthew Usdin, attorney-in-fact for Gregory A. Beard 2021-10-19