TERAWULF INC. — Director's Dealing 2024

Jul 12, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TERAWULF INC. (WULF)
CIK: 0001083301
Period of Report: 2024-07-09

Reporting Person: Fleury Patrick (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-07-09	Common stock, $0.001 par value per share	M	140000	—	Acquired	1976179	Direct
2024-07-09	Common stock, $0.001 par value per share	D	55090	—	Disposed	1921089	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-07-09	Restricted Stock Units	$	M	140000	Disposed		Common stock, $0.001 par value per share (140000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock, $0.001 par value per share	26414	Indirect

Footnotes

F1: The Reporting Person received restricted stock units which vested in accordance with their terms upon the first six month anniversary of January 9, 2024, as reflected in this Form 4, subject to the Reporting Person's continued employment or service with the Issuer through such date.

F2: The disposition is due to withholding to cover taxes, as a result of the Reporting Person's election of net settlement with regard to the vesting of restricted stock units, which vested on July 9, 2024, as reflected in this Form 4.

F3: By Teton Rough Riders Mining LLC. The Reporting Person is a managing manager of Teton Rough Riders Mining LLC and, as a result, may be deemed to beneficially own the shares of the Issuer's common stock, $0.001 par value per share (the "Common Stock") held by Teton Rough Riders Mining LLC. 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 the Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F4: Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock, par value $0.001 per share.

F5: The restricted stock units vested upon the first six month anniversary of January 9, 2024, subject to the Reporting Person's continued employment or service with the Issuer through such date. The remaining restricted stock units will vest upon the second six month anniversary of January 9, 2024, subject to the Reporting Person's continued employment or service with the Issuer through such date.