0000950170-23-048872.txt : 20230919 0000950170-23-048872.hdr.sgml : 20230919 20230919192829 ACCESSION NUMBER: 0000950170-23-048872 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230614 FILED AS OF DATE: 20230919 DATE AS OF CHANGE: 20230919 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spence William B. CENTRAL INDEX KEY: 0001886681 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40931 FILM NUMBER: 231265075 MAIL ADDRESS: STREET 1: 595 MADISON AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Stronghold Digital Mining, Inc. CENTRAL INDEX KEY: 0001856028 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 862759890 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 595 MADISON AVENUE STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (845) 579-5992 MAIL ADDRESS: STREET 1: 595 MADISON AVENUE STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 ownership.xml 4 X0508 4 2023-06-14 0001856028 Stronghold Digital Mining, Inc. SDIG 0001886681 Spence William B. C/O COZEN O'CONNOR ONE OXFORD CENTRE 41ST FLOOR 301 GRANT STREET PITTSBURGH PA 15219 false false true false false Class A common stock 2023-06-14 4 S false 8975 4.21 D 342011 D Class A common stock 2023-06-15 4 S false 11992 4.0471 D 330019 D Class A common stock 2023-06-16 4 S false 25160 4.0954 D 304859 D Class A common stock 2023-06-20 4 S false 29644 3.9096 D 275215 D Class A common stock 2023-06-21 4 S false 25215 4.4927 D 250000 D Class A common stock 2023-07-17 4 C false 250000 0 A 250000 D Class V common stock 2023-07-17 4 J false 250000 0 D 389500 I By Q Power LLC Class A common stock 500 I By Q Power LLC Stronghold Digital Mining Holdings LLC Units 2023-07-17 4 C false 250000 D Class A common stock, par value $0.0001 250000 389500 I By Q Power LLC The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in Column 4 for such transaction. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.05 to $4.39, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.83 to $4.24, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.90 to $4.50, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.60 to $4.25, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.22 to $4.77, inclusive. Reflects an exchange of common units ("Common Units") of Stronghold Digital Mining Holdings, LLC ("Stronghold LLC") together with the surrender and cancellation of the same number of Class V common stock for an equal number of shares of Class A common stock, pursuant to the Limited Liability Company Agreement of Stronghold LLC (as amended and restated, the "Stronghold LLC Agreement"). Transactions are exempt from Section 16(b) in reliance on Rule 16b-6(b). 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. Amount of securities or price, as applicable, has been adjusted to reflect the 10:1 reverse stock split that occurred on May 16, 2023. 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 of 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 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. /s/ William B. Spence 2023-09-19