Garrison Scott Eugene 4

What Happened

• Scott Garrison, Executive VP & Chief Development Officer at Cleanspark (CLSK), exercised/converted a total of 47,802 shares on Feb 13, 2026 (reported as derivative exercises at $0.00 acquisition price). To cover tax/exercise obligations, 21,291 of those shares were withheld/sold on Feb 18, 2026: 20,099 shares at a weighted avg price of $9.25 for $185,984 and 1,192 shares at a weighted avg price of $9.23 for $11,006 (total proceeds ≈ $196,990). The disposals are reported under code F (payment of exercise price or tax liability), indicating share withholding/cashless settlement rather than an open-market discretionary sale.

Key Details

• Acquisition (exercise/conversion): 47,802 shares on 2026-02-13 (codes M — option/derivative conversion), $0.00 per share acquisition price reported.
• Withholding/sale to cover taxes: 20,099 shares @ $9.25 (proceeds $185,984) and 1,192 shares @ $9.23 (proceeds $11,006) on 2026-02-18.
• Combined proceeds: ≈ $196,990.
• Net shares retained from this event (approx.): 47,802 acquired − 21,291 withheld/sold = 26,511 remaining from these exercises (filing does not state total company holdings after the transactions).
• Footnotes: F1/F2 show the sales prices were weighted averages across ranges ($9.0901–$9.4101 and $9.2274–$9.2700). F3–F8 detail grant and vesting schedules for the underlying options/RSUs (some grants vested monthly, quarterly, semiannually, or on specific future dates).
• Filing/period: Form 4 filed 2026-02-18 covering transactions with period 2026-02-13. No late-filing indication in this report.

Context

• These entries reflect exercise/vesting of derivatives (options/RSUs) followed by share withholding/sale to satisfy tax or exercise-cost obligations (a routine, non-discretionary step). Exercising options/RSUs is an acquisition of shares, but the subsequent withholding/sale is commonly used to cover taxes and does not necessarily signal a decision to liquidate holdings.