Langlais Kerri M. 4

What Happened

• Kerri M. Langlais, Chief Strategy Officer and Director of Terawulf (WULF), reported conversion of 327,054 performance stock units (PSUs) into 327,054 shares on May 6, 2026. Of those shares, 180,860 were disposed/withheld to the issuer to cover taxes (net settlement), leaving 146,194 shares delivered to Langlais. No cash purchase or open-market sale price is shown (price listed as N/A).

Key Details

• Date of transaction: May 6, 2026; Form 4 filed May 8, 2026 (timely — within the two business days required).
• Conversion quantity: 327,054 PSUs → 327,054 shares (price: N/A).
• Tax withholding/disposition: 180,860 shares were withheld to cover taxes (reported as disposition to issuer).
• Net shares received by insider: 146,194 shares (327,054 − 180,860).
• Shares owned after transaction: not specified in the filing.
• Relevant footnotes:
  • F1/F3: These were performance stock units, each representing a contingent right to one share; they vested upon achievement of specified performance goals.
  • F2: The 180,860-share disposition was a tax withholding due to the reporting person's election of net settlement.
  • F4: Remaining PSUs (if any) will vest per their original terms subject to performance and continued service.

Context

• This was a conversion/settlement of PSUs (derivative-to-stock conversion), not an open-market buy or sell. The withholding is a routine tax-related disposition (not an indicator of a market-sale decision).
• For retail investors, conversions and tax-withholding transactions generally reflect compensation vesting mechanics rather than a direct signal of insider confidence; purchases are typically more informative about bullishness.