CLEANSPARK, INC.·4

Mar 24, 8:08 PM ET

Carson Brian Jay 4

4 · CLEANSPARK, INC. · Filed Mar 24, 2026

Research Summary

AI-generated summary of this filing

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CleanSpark (CLSK) CAO Carson Jay Receives 175,000-Share Awards

What Happened

  • Carson Brian Jay, CleanSpark’s Chief Accounting Officer, was granted two derivative awards on March 20, 2026 totaling 175,000 shares (100,000 + 75,000). Each grant is reported at $0.00 per share (no cash paid at grant) and is recorded as an award/grant (transaction code A), not an open-market purchase or sale.

Key Details

  • Transaction date: 2026-03-20; Filing date: 2026-03-24 (filed within the SEC’s two-business-day window).
  • Reported consideration: $0.00 per share (derivative awards, not cash purchases).
  • Shares received: 100,000 and 75,000 (total 175,000); shares owned after the transaction are not shown in the provided excerpt.
  • Notable footnotes in the filing:
    • F7: Certain RSUs vest in equal annual installments on March 20, 2027, March 20, 2028, and March 20, 2029, subject to continued employment.
    • F8: Some LTIP awards vest only if the common stock meets a target market price (at least $18.80 based on a 20-trading-day average by March 20, 2027) and then vest on March 20, 2029, subject to continued employment; additional LTIP awards are tied to operational performance goals (MW targets) with threshold and maximum payouts.
  • Transaction code meaning: A = Grant/Award; the entry is for derivative awards (e.g., RSUs/LTIP), not immediate stock purchases or exercises.

Context

  • These awards are compensation grants common for executives and typically vest over time or upon achieving performance targets; they do not represent an immediate cash outlay by the insider nor an immediate sale of shares.
  • Because vesting is tied to continued employment and, for some awards, stock-price or operational performance targets, the awards may never convert to shares unless conditions are met.

Insider Transaction Report

Form 4
Period: 2026-03-20
Carson Brian Jay
Chief Accounting Officer
Transactions
  • Award

    Restricted Stock Units

    [F7]
    2026-03-20+100,000100,000 total
    Exercise: $0.00Common Stock (100,000 underlying)
  • Award

    Performance Stock Units

    [F8]
    2026-03-20+75,00075,000 total
    Exercise: $0.00Common Stock (75,000 underlying)
Holdings
  • Common Stock

    47,321
  • Employee Stock Options (Right to Buy)

    [F1]
    Exercise: $2.83Exp: 2032-10-14Common Stock (12,500 underlying)
    12,500
  • Employee Stock Options (Right to Buy)

    [F2]
    Exercise: $6.00Exp: 2033-07-06Common Stock (10,000 underlying)
    10,000
  • Employee Stock Options (Right to Buy)

    [F3]
    Exercise: $16.15Exp: 2034-05-03Common Stock (5,000 underlying)
    5,000
  • Restricted Stock Units

    [F4]
    Exercise: $0.00Common Stock (280,837 underlying)
    280,837
  • Restricted Stock Units

    [F5]
    Exercise: $0.00Common Stock (81,875 underlying)
    81,875
  • Restricted Stock Units

    [F6]
    Exercise: $0.00Common Stock (131,000 underlying)
    131,000
Footnotes (8)
  • [F1]These Options were granted on October 14, 2022 and vest in equal monthly installments over 36 months.
  • [F2]These Options were granted on July 7, 2023 and vest in equal monthly installments over 36 months.
  • [F3]These Options were granted on May 3, 2024 and vest in equal monthly installments over 36 months.
  • [F4]These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028.
  • [F5]These RSUs vest 25% on September 9, 2025; the remaining 75% vests in equal semiannual installments over three years on February 13, 2026, September 4, 2026, February 13, 2027, September 4, 2027,February 13, 2028, and September 4, 2028.
  • [F6]These RSUs vest in equal annual installments over three years on September 4, 2026, September 4, 2027, and September 4, 2028.
  • [F7]These RSUs vest in equal annual installments over three years on March 20, 2027, March 20, 2028, and March 20, 2029, subject to the Reporting Person's continued employment or service with the Issuer through each such date.
  • [F8]Vesting of these Long-Term Incentive Plan ("LTIP") awards is contingent on the common stock achieving a specified target market price of at least $18.80 based on a 20-trading day average during the period ending March 20, 2027, subject to the Reporting Person remaining employed by the Issuer on the vesting date of March 20, 2029. The reported LTIP awards do not include LTIP awards in respect of a maximum of 75,000 shares of common stock for which such awards will vest in accordance with their terms upon achievement of specified performance goals tied to gross power under leases to customers for data centers, with threshold performance at 600 MW gross and maximum payout at 800 MW gross, during the period ending March 20, 2027, subject to the Reporting Person remaining employed by the Issuer on the vesting date of March 20, 2029.
Signature
/s/ Brian J. Carson|2026-03-24

Documents

1 file
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    ownership.xmlPrimary

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