Khan Nazar M. 4
4 · TERAWULF INC. · Filed Apr 16, 2026
Research Summary
AI-generated summary of this filing
Terawulf (WULF) CTO Nazar Khan Exercises Awards & Sells Shares
What Happened
Nazar M. Khan, Chief Technology Officer and a director of Terawulf (WULF), had 817,635 performance stock units (PSUs) vest and convert into common shares on April 14, 2026. Of those shares, 444,992 were withheld by the issuer to cover taxes (a net settlement), leaving 372,643 shares delivered to Mr. Khan. No per‑share price was reported (marked N/A); the filing shows the withholding disposition to the issuer rather than an open‑market sale.
Key Details
- Transaction date: April 14, 2026; Form 4 filed April 16, 2026 (filed within the typical 2‑business‑day window).
- Reported transactions: conversion/exercise of 817,635 PSUs; 444,992 shares withheld for taxes (disposition to issuer).
- Net shares issued to insider: 372,643 (817,635 converted minus 444,992 withheld).
- Price: N/A (not stated in the filing). Transaction codes: M = exercise/conversion of derivative (PSU); D = disposition (tax withholding).
- Shares owned after transaction: not specified in the reported excerpt.
- Notable footnotes: F1/F7/F8 — these were performance stock units that vested upon achievement of performance goals (PSU = right to one share); F2 — withholding occurred due to the insider’s election of net settlement; F3–F6 — Mr. Khan has various trust arrangements (including a revocable trust to which he contributed 14,323,523 shares) that affect how beneficial ownership is reported.
Context
This was a vesting/conversion of PSUs with net settlement (shares withheld for taxes), a routine compensation event for insiders — not an open‑market sale or purchase. For retail investors, such tax‑withholding dispositions are common and do not necessarily signal a change in the insider’s view of the company.
Insider Transaction Report
Form 4
TERAWULF INC.WULF
Khan Nazar M.
DirectorChief Technology Officer
Transactions
- Exercise/Conversion
Common stock, $0.001 par value per share
[F1]2026-04-14+817,635→ 818,135 total - Disposition to Issuer
Common stock, $0.001 par value per share
[F2]2026-04-14−444,992→ 373,143 total - Exercise/Conversion
Performance-Based Restricted Stock Units
[F7][F8][F1]2026-04-14−817,635→ 2,452,904 total→ Common stock, $0.001 par value per share (817,635 underlying)
Holdings
- 14,323,523(indirect: By Trust)
Common stock, $0.001 par value per share
[F3] - 7,269,019(indirect: By LLC)
Common stock, $0.001 par value per share
[F4] - 414,939(indirect: By Trust)
Common stock, $0.001 par value per share
[F5] - 4,019,787(indirect: By Trust)
Common stock, $0.001 par value per share
[F6]
Footnotes (8)
- [F1]The performance stock units vested in accordance with their terms upon the achievement of specified performance goals between the grant date and the third anniversary of January 2, 2026, subject to the Reporting Person's continued employment or service with the Issuer through such date.
- [F2]The disposition is due to withholding to cover taxes, as a result of the Reporting Person's election of net settlement of performance stock units, which vest in accordance with their terms upon the achievement of specified performance goals between the grant date and the third anniversary of January 2, 2026, subject to the Reporting Person's continued employment or service with the Issuer through each such date.
- [F3]By The Nazar M. Khan Revocable Trust ("Khan Revocable Trust"). From April 2025 through January 2026, the Reporting Person contributed an aggregate 14,323, 523 shares of common stock ("Common Stock") to the Khan Revocable Trust for no consideration. The Reporting Person is the sole trustee of the Khan Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Khan Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Person may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Khan Revocable Trust.
- [F4]By Lake Harriet Holdings, LLC ("Lake Harriet Holdings"). The Khan Revocable Trust is the sole member of Lake Harriet Holdings. The Reporting Person is the sole trustee of the Khan Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Khan Revocable Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Exchange Act, the Reporting Person may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Khan Revocable Trust.
- [F5]By Yaqeen I Trust. The Reporting Person may be deemed to beneficially own the Shares held by Yaqeen I Trust. The Reporting Person disclaims beneficial ownership of the Shares except to the extent of his pecuniary interest therein, and the inclusion of the Shares in this report shall not be deemed an admission of beneficial ownership of all of the reported Shares for purposes of Section 16 of the Securities Exchange of 1934, as amended, or for any other purpose.
- [F6]By various trusts. The Reporting Person may be deemed to beneficially own the Shares held by such trusts. The Reporting Person disclaims beneficial ownership of the Shares except to the extent of his pecuniary interest therein, and the inclusion of the Shares in this report shall not be deemed an admission of beneficial ownership of all of the reported Shares for purposes of Section 16 of the Securities Exchange of 1934, as amended, or for any other purpose.
- [F7]Each performance stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- [F8]The remaining performance stock units will vest in accordance with their terms upon the achievement of specified performance goals between the grant date and the third anniversary of January 2, 2026, subject to the Reporting Person's continued employment or service with the Issuer through each such date.
Signature
/s/ Nazar M. Khan|2026-04-16