SEC Form 4 · accession 0001083301-26-000172
TERAWULF INC. · WULF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul B. Prager
Officer — Chief Executive Officer · Director
Period of report
Aug 27, 2026
Accepted (ET)
Aug 28, 2026 · 8:41 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001083301
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, $0.001 par value per shareF2,F3 | Aug 27, 2026 | S | 137,500 | $17.0593 | D | 3,807,552 | I | By Beowulf E&D Holdings Inc. |
| Common stock, $0.001 par value per share | holding | — | — | — | 1,761,479 | D | ||
| Common stock, $0.001 par value per shareF4 | holding | — | — | — | 5,000 | I | By Heorot Power Holdings LLC | |
| Common stock, $0.001 par value per shareF5 | holding | — | — | — | 33,554,688 | I | By Riesling Power LLC | |
| Common stock, $0.001 par value per shareF6 | holding | — | — | — | 1,100,000 | I | By Stammtisch Investments LLC | |
| Common stock, $0.001 par value per shareF7 | holding | — | — | — | 141,726 | I | By Allin Wulf LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The reported transaction represents a sale effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 23, 2025.
- F2The Price reported in Column 4 is a weighted average price. The shares of common stock, par value $0.001 per share ("Common Stock") were sold in multiple transactions at a price ranging from $17.0100 to $17.1150, inclusive. The Reporting Person undertakes to provide to the staff of the Securities and Exchange Commission, to any security holder of TeraWulf Inc. or to TeraWulf Inc., upon request, full information regarding the number of shares of Common Stock sold at each separate price within the range set forth above.
- F3By Beowulf E&D Holdings Inc. ("E&D Holdings"). The Reporting Person is the sole manager of E&D Holdings and, as a result, may be deemed to beneficially own the shares of the Common Stock held by E&D Holdings. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
- F4By Heorot Power Holdings LLC ("Heorot"). The Reporting Person is the sole manager of Heorot and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Heorot. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
- F5By Riesling Power LLC ("Riesling Power"). The Paul B. Prager Revocable Trust ("Prager Revocable Trust") is the sole member of Riesling Power. The Reporting Person is the sole trustee of the Prager Revocable Trust and may be deemed to have the power to direct the voting and disposition of the Common Stock beneficially owned by the Prager Revocable Trust. Accordingly, pursuant to the regulations promulgated under Section 13(d) of the Exchange Act, Mr. Paul B. Prager may be deemed to be a beneficial owner of the shares of Common Stock held for the account of the Prager Revocable Trust.
- F6By Stammtisch Investments LLC ("Stammtisch"). The Reporting Person is the sole manager of Stammtisch and, as a result, may be deemed to beneficially own the shares of Common Stock held by Stammtisch. The Reporting Person disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.
- F7By Allin WULF LLC ("Allin"). The Reporting Person is the sole manager of Allin and, as a result, may be deemed to beneficially own the shares of the Common Stock held by Allin. The Reporting Person disclaims beneficial ownership of such shares of the Common Stock except to the extent of his pecuniary interest therein, and the inclusion of such shares of the Common Stock in this report shall not be deemed an admission of beneficial ownership of all of the reported shares of the Common Stock for purposes of Section 16 of the Exchange Act, or for any other purpose.