SCHEDULE: Situational Awareness Boosts Core Scientific Stake to 9.4%
Schedule 13D Amendment
Situational Awareness LP and its affiliates have increased their beneficial ownership in Core Scientific, Inc. to 9.4% of common stock, citing an attractive investment opportunity.
Summary
- Situational Awareness LP and its affiliated entities now beneficially own 28,756,478 shares of Core Scientific, Inc. common stock.
- This ownership represents 9.4% of the Issuer's outstanding common stock, calculated based on 307,355,193 shares outstanding as of September 19, 2025.
- The reporting persons acquired these shares for investment purposes, believing the common stock was undervalued and presented an attractive investment opportunity.
- A total of $362,121,757.59 from the Fund's working capital was used to purchase the Issuer's Common Stock.
- Leopold Aschenbrenner and Carl Shulman are key individuals associated with the reporting group, holding shared voting and dispositive power over the shares.
Sentiment
Score: 8
Explanation: The reporting persons have significantly increased their stake in Core Scientific, explicitly stating their belief that the common stock was undervalued and represented an attractive investment opportunity. Their continued purchases, totaling over $362 million, demonstrate strong conviction.
Positives
- A significant institutional investor group has increased its stake, signaling strong confidence in Core Scientific, Inc.
- The reporting persons explicitly stated their belief that Core Scientific's common stock was undervalued when purchased, indicating a positive investment thesis.
- Recent transactions show substantial net purchases of shares, reinforcing the investor group's conviction in the company's value.
Risks
- The reporting persons may purchase additional shares or sell all or part of their current holdings at any time, which could impact the market price of Core Scientific's common stock.
- They may engage in hedging or other derivative transactions with respect to the common stock, potentially influencing market dynamics.
- The reporting persons may recommend actions to Core Scientific's management, board, and stockholders that could involve significant corporate events such as mergers, consolidations, sales of assets, or changes in control, which carry inherent risks.
Future Outlook
The reporting persons intend to routinely monitor Core Scientific's operations, assets, prospects, financial position, and business development. They may purchase or sell additional shares, engage in hedging, and communicate with management, the board, and other stockholders to recommend actions, potentially including mergers, consolidations, sales or acquisitions of assets, changes in control, or other changes in capitalization.
Stakeholder Impact
- Shareholders: The increased stake by a large investor group could lead to increased scrutiny of management, potential strategic changes, or influence on corporate decisions. The investor group's actions (buying/selling) could also impact share price.
Next Steps
- The reporting persons will routinely monitor the Issuer regarding a wide variety of factors affecting their investment considerations.
- They may purchase additional common stock or sell existing holdings in the open market, through privately negotiated transactions, or otherwise.
- They may enter into or unwind hedging or other derivative transactions with respect to the common stock or pledge their interests.
- They may communicate with other stockholders, industry participants, and interested parties about the Issuer.
- They may recommend actions to the Issuer's management, board of directors, and stockholders, potentially involving mergers, consolidations, sales or acquisitions of assets, changes in control, issuances, purchases, dispositions or pledges of securities, or other changes in capitalization.
Key Dates
| Date | Description |
|---|---|
| 08/20/2025 | Sales of 786,072 shares at $13.8804 and 852,105 shares at $13.9109. |
| 09/09/2025 | Purchase of 663,073 shares at $14.6123. |
| 09/10/2025 | Purchases of 432,327 shares at $15.3493 and 1,075,000 shares at $15.7350. |
| 09/19/2025 | Date on which 307,355,193 shares of Common Stock were outstanding, as reported in the Issuer's Proxy Statement. |
| 09/29/2025 | Proxy Statement filed by the Issuer. |
| 09/30/2025 | Purchases of 46,138 shares at $17.9093, 128,000 shares at $17.9161, 1,000,000 shares at $17.9290, 100,000 shares at $17.9550, 58,060 shares at $17.8498, and 71,782 shares at $17.9255. |
| 10/09/2025 | Date of event requiring the filing of this statement; Purchases of 1,171,114 shares at $17.5552, 500,000 shares at $17.3700, 300,000 shares at $17.3707, 69,000 shares at $17.5250, 200,000 shares at $17.4553, 300,000 shares at $17.6227, 715,962 shares at $18.0169, and 256,952 shares at $17.8259. |
| 10/10/2025 | Purchases of 106,588 shares at $18.9093, 317,836 shares at $19.0273, 499,295 shares at $18.3214, 500,000 shares at $18.8116, 229,177 shares at $18.5684, 103,868 shares at $18.9643, and 1,000,000 shares at $18.4671. |
| 10/14/2025 | Purchase of 2,306,152 shares at $19.0684; Date of the Agreement Regarding Joint Filing and Signatures for the Schedule 13D Amendment. |
Recommendation
buyThe filing indicates a strong vote of confidence from a sophisticated institutional investor group, Situational Awareness LP and its affiliates. Their substantial investment of over $362 million and explicit statement that Core Scientific's common stock was 'undervalued and represented an attractive investment opportunity' suggests a positive outlook. The continued accumulation of shares, despite some earlier sales, reinforces their conviction. While the filing doesn't provide internal company financials, the actions of a major investor identifying undervaluation are a significant positive signal for potential investors.
Keywords
Core Scientific, common stock, Schedule 13D, beneficial ownership, institutional investor, investment, undervalued, Situational Awareness LP, Leopold Aschenbrenner, Carl Shulman
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