Form 4: Terawulf CEO Prager Shifts 3M Shares to Trust

Terawulf Inc. CEO Paul B. Prager reported a transfer of 3 million common shares to a trust, maintaining indirect beneficial ownership.

Summary

• Paul B. Prager, Terawulf Inc.'s (WULF) Chief Executive Officer, Director, and 10% Owner, reported changes in his beneficial ownership.
• On November 20, 2025, 3,000,000 shares of common stock were contributed to the Riesling Goods and Services Trust for no consideration. This transaction moved shares from direct ownership to indirect ownership via entities Prager controls.
• Following this transaction, Prager's total beneficial ownership in Terawulf Inc. is 42,567,240 shares.
• This total includes 938,700 shares held directly and 41,628,540 shares held indirectly.
• Indirect holdings are through Riesling Power LLC (35,554,688 shares), Beowulf E&D Holdings Inc. (4,968,852 shares), Stammtisch Investments LLC (1,100,000 shares), and Heorot Power Holdings LLC (5,000 shares).
• An internal transfer of 1,100,000 shares from Riesling Power LLC to Stammtisch Investments LLC also occurred on November 20, 2025, which is exempt from reporting under Rule 16a-13.

Sentiment

Score: 5

Explanation: A Form 4 reporting an insider transaction is generally neutral. The transfer to a trust is an internal restructuring of ownership for estate planning purposes and does not reflect directly on the company's operational performance or future prospects.

Management Comments

• Paul B. Prager disclaims beneficial ownership of shares held by Beowulf E&D Holdings Inc., Stammtisch Investments LLC, and Heorot Power Holdings LLC, except to the extent of his pecuniary interest therein.

Industry Context

This insider transaction report details a change in the structure of the CEO's beneficial ownership, which is typically an internal matter for estate planning or asset management and does not directly reflect broader industry trends or competitive dynamics.

Related Party Transactions

• Contribution of 3,000,000 shares of common stock to the Riesling Goods and Services Trust, an entity controlled by Paul B. Prager.
• Transfer of 1,100,000 shares from Riesling Power LLC to Stammtisch Investments LLC, both entities managed by Paul B. Prager.

Stakeholder Impact

• Shareholders: No direct impact on company operations or share value from this internal ownership restructuring. It clarifies the CEO's beneficial ownership structure.

Key Dates

Keywords

Terawulf Inc., WULF, Paul B. Prager, SEC Form 4, Beneficial Ownership, Insider Transaction, Stock Transfer, Trust, CEO, Director, 10% Owner