Form 4: CleanSpark CEO Schultz Reports Share Transactions
Insider Trading Report
CleanSpark's CEO, S. Matthew Schultz, reported routine insider transactions involving the vesting and subsequent sale of common stock.
Summary
- S. Matthew Schultz, CEO and Chairman of CleanSpark, Inc., reported changes in his beneficial ownership of company securities.
- On February 13, 2026, Schultz acquired a total of 236,650 shares of common stock through the vesting of Restricted Stock Units (RSUs) at a $0 exercise price.
- On February 18, 2026, Schultz disposed of 95,095 shares of common stock at a weighted average price of $9.2534, with prices ranging from $9.0901 to $9.4101.
- Also on February 18, 2026, an additional 9,031 shares of common stock were disposed of at a weighted average price of $9.2332, with prices ranging from $9.2274 to $9.2700.
- Following these transactions, Schultz directly holds 2,455,145 shares of common stock and 500,000 Series A Preferred shares.
- Indirect holdings include 480,000 shares of common stock through the S M Schultz Irrevocable Trust and 40,996 shares held by a spouse.
- Schultz also holds 400,000 employee stock options with an exercise price of $23, granted on April 16, 2021, and vesting over 36 months.
- Remaining unvested Restricted Stock Units include 627,753 shares vesting annually, 1,296,750 shares vesting semiannually, 1,080,625 shares (remaining from a larger grant), 1,729,000 shares, and 143,673 shares (remaining from a larger grant) vesting quarterly.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral. The transactions are routine insider activity related to compensation and tax obligations, not indicative of a significant shift in company fundamentals or management's outlook.
Positives
- Vesting of 236,650 Restricted Stock Units (RSUs) on February 13, 2026, at a $0 cost, indicates continued compensation and alignment of management interests with shareholder value.
- Significant remaining direct and indirect beneficial ownership, including 2,455,145 common shares, 500,000 Series A Preferred shares, and 3,851,546 unvested RSUs, demonstrates a substantial long-term stake in the company.
Negatives
- Disposal of 104,126 shares of common stock on February 18, 2026, at weighted average prices of $9.2534 and $9.2332, which, while likely for tax obligations related to RSU vesting, represents a reduction in direct common stock holdings.
Industry Context
StockSavvy.ai notes that insider transactions, particularly those involving the vesting of equity awards and subsequent sales for tax purposes, are common and generally considered routine activity within the public markets. These transactions reflect standard executive compensation practices.
Related Party Transactions
- Indirect beneficial ownership of 480,000 common shares held by the S M Schultz Irrevocable Trust.
- Indirect beneficial ownership of 40,996 common shares held by a spouse.
Stakeholder Impact
- Shareholders: Minor impact as these are routine insider transactions, unlikely to significantly alter market perception or company strategy.
- Employees: No direct impact on general employees, but reflects standard executive compensation practices.
Next Steps
- Continued vesting of various tranches of Restricted Stock Units on scheduled dates through September 4, 2028.
Key Dates
| Date | Description |
|---|---|
| 04/16/2021 | Employee Stock Options granted, vesting in equal monthly installments over 36 months. |
| 02/13/2026 | Earliest transaction date; 20,525 and 216,125 common shares acquired via RSU vesting; 1,296,750 RSUs began semiannual vesting; 164,198 RSUs began quarterly vesting. |
| 02/18/2026 | Date of common stock disposals; Signature date of the reporting person. |
| 05/13/2026 | Future quarterly RSU vesting date. |
| 08/13/2026 | Future quarterly RSU vesting date. |
| 09/04/2026 | Future annual and semiannual RSU vesting date. |
| 12/03/2026 | Future quarterly RSU vesting date. |
| 02/12/2027 | Future quarterly RSU vesting date. |
| 02/13/2027 | Future semiannual RSU vesting date. |
| 05/13/2027 | Future quarterly RSU vesting date. |
| 08/13/2027 | Future quarterly RSU vesting date. |
| 09/04/2027 | Future annual and semiannual RSU vesting date. |
| 12/03/2027 | Future quarterly RSU vesting date. |
| 02/13/2028 | Future semiannual RSU vesting date. |
| 09/04/2028 | Future annual and semiannual RSU vesting date. |
| 04/16/2031 | Expiration date for Employee Stock Options. |
Recommendation
holdThe filing details routine insider transactions related to executive compensation and tax planning. These activities do not provide new fundamental information about CleanSpark, Inc. that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as the filing does not present a compelling reason to buy or sell based solely on this information.
Keywords
CleanSpark, CLSK, S. Matthew Schultz, Insider Trading, Form 4, Stock Options, Restricted Stock Units, Share Ownership, CEO, Director
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