Fleury Patrick 4

4 · TERAWULF INC. · Filed May 8, 2026

AI-generated summary of this filing

Updated May 9, 2026

Terawulf (WULF) CFO Patrick Fleury Exercises PSUs; Shares Withheld

What Happened

Patrick Fleury, Chief Financial Officer of Terawulf Inc. (WULF), had 327,054 performance stock units (PSUs) convert/vest on May 6, 2026. Of the resulting shares, 128,695 were withheld by the issuer to cover taxes (disposition to issuer), leaving a net issuance of approximately 198,359 shares to Fleury. No per-share price or total dollar value is reported in the filing (listed as N/A).

Key Details

Transaction date: May 6, 2026; Form 4 filed May 8, 2026 (filed within the typical 2-business-day window).
Reported actions: Exercise/conversion of derivatives (code M) — 327,054 PSUs; disposition to issuer for tax withholding (code D) — 128,695 shares.
Net shares received (calculated): 327,054 − 128,695 = 198,359 shares delivered to the reporting person.
Price/value: Not reported (N/A) in the filing.
Relevant footnotes:
- F1/F4: PSUs vested upon achievement of specified performance goals through the third anniversary of Jan 2, 2026 and subject to continued service.
- F2: The disposition of 128,695 shares was a withholding to cover taxes as part of the reporting person’s election of net settlement.
- F3: Each PSU represents a contingent right to receive one share of common stock.

Context

This was a conversion/vesting of performance-based awards, not an open-market purchase or sale. The filing shows a net settlement (shares withheld for taxes) rather than an immediate public sale of shares. Such tax-withholding dispositions are routine administrative events following vesting/conversion and do not by themselves indicate a buy or sell signal about the insider’s view of the stock.

Form 4

Period: 2026-05-06

Chief Financial Officer

Transactions

Exercise/Conversion
Common stock, $0.001 par value per share
[F1]
2026-05-06+327,054→ 3,935,855 total
Disposition to Issuer
Common stock, $0.001 par value per share
[F2]
2026-05-06−128,695→ 3,807,160 total
Exercise/Conversion
Performance-Based Restricted Stock Units
[F3][F4][F1]
2026-05-06−327,054→ 327,054 total
→ Common stock, $0.001 par value per share (327,054 underlying)

Footnotes (4)

[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 each 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 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 each such date.
[F3]Each performance stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
[F4]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/ Patrick Fleury|2026-05-08

1 file