Carson Brian Jay 4

What Happened

• Carson Brian Jay, Chief Accounting Officer of CLEANSPARK (CLSK), converted/exercised 16,375 derivative shares on Feb 13, 2026 (reported as code M) and subsequently disposed of 6,444 shares on Feb 18, 2026 to cover tax liability (code F) for proceeds of about $59,629 (weighted avg price $9.25).
• The conversion/exercise showed an acquisition price of $0.00 for the 16,375 shares (reported as converted/issued), and the sale to satisfy taxes used a weighted average sale price of $9.25 (sales ranged $9.0901–$9.4101 per footnote).

Key Details

• Transaction dates: Conversion/exercise on 2026-02-13; tax-withholding sale on 2026-02-18.
• Prices and values: 16,375 shares converted at $0.00; 6,444 shares sold at a weighted avg $9.25 for proceeds ~$59,629 (see footnote F1 for price range).
• Filing: Form 4 was filed 2026-02-18 for a 2026-02-13 transaction (the filing was submitted five days after the transaction and appears to be late under the SEC’s two-business-day reporting rule).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Relevant footnotes: F1 (weighted average sale price and availability of per-share sale prices on request) and F6 (these RSUs vest partly on 2/13/2026 per the vesting schedule) — other footnotes (F2–F5) describe separate option/RSU grant and vesting schedules.

Context

• Code M indicates an exercise/conversion of a derivative (options/RSUs). Code F indicates shares were transferred/sold to satisfy tax withholding or payment obligations — commonly called a "sell-to-cover" rather than an open-market investment purchase.
• These transactions are routine insider actions to satisfy tax liabilities on vesting/exercise and do not, by themselves, indicate the insider’s view of the company’s prospects.