CleanSpark Elects New Directors, Appoints CFO

TL;DR

CleanSpark shakes up leadership: new directors and CFO appointed, with updated compensation details.

AI Summary

On September 4, 2025, CleanSpark, Inc. filed an 8-K report detailing several key events. The company announced the election of new directors, including Matthew W. Brown and Michael J. W. Strachan, and the appointment of new officers, such as John T. Moran as Chief Financial Officer. The filing also disclosed compensatory arrangements for these officers and included financial statements and exhibits.

Why It Matters

This filing indicates significant changes in CleanSpark's leadership and governance structure, which could impact the company's strategic direction and financial management.

Risk Assessment

Risk Level: medium — Changes in executive leadership and board composition can introduce uncertainty regarding future strategy and operational execution.

Key Numbers

• 20250904 — Report Date (Date of the earliest event reported in the 8-K filing.)

Key Players & Entities

• CleanSpark, Inc. (company) — Registrant
• Matthew W. Brown (person) — Elected Director
• Michael J. W. Strachan (person) — Elected Director
• John T. Moran (person) — Appointed Chief Financial Officer
• 001-39187 (company) — Commission File Number
• 87-0449945 (company) — IRS Employer Identification Number

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share CLSK The Nasdaq Stock Mar
• $165.24 — of common stock at an exercise price of $165.24 per whole share CLSKW The Nasdaq St
• $950,000 — Number of RSUs S. Matthew Schultz $950,000 up to 200% $1,900,000 627,753 G
• $1,900,000 — tthew Schultz $950,000 up to 200% $1,900,000 627,753 Gary A. Vecchiarelli $650
• $650,000 — ,000 627,753 Gary A. Vecchiarelli $650,000 up to 150% $975,000 429,515 Sco
• $975,000 — Vecchiarelli $650,000 up to 150% $975,000 429,515 Scott E. Garrison $600,00
• $600,000 — 975,000 429,515 Scott E. Garrison $600,000 up to 150% $900,000 396,476 Tay
• $900,000 — t E. Garrison $600,000 up to 150% $900,000 396,476 Taylor Monnig $600,000
• $425,000 — $900,000 396,476 Brian J. Carson $425,000 up to 75% $318,750 280,837 In a
• $318,750 — rian J. Carson $425,000 up to 75% $318,750 280,837 In addition, Mr. Schultz wi
• $650 million — October 2024, completed an offering of $650 million aggregate principal amount of 0% coupon

Filing Documents

• clsk-20250904.htm (8-K) — 96KB
• clsk-ex10_1.htm (EX-10.1) — 138KB
• clsk-ex10_2.htm (EX-10.2) — 140KB
• clsk-ex10_3.htm (EX-10.3) — 139KB
• clsk-ex10_4.htm (EX-10.4) — 139KB
• clsk-ex10_5.htm (EX-10.5) — 140KB
• clsk-ex99_1.htm (EX-99.1) — 17KB
• 0000950170-25-113381.txt ( ) — 1078KB
• clsk-20250904.xsd (EX-101.SCH) — 44KB
• clsk-20250904_htm.xml (XML) — 6KB

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On September 8, 2025, the Company issued a press release announcing the realignment of the leadership team. A copy of the press release is furnished with this Report as Exhibit 99.1 and is incorporated herein by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing under the Act, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Employment Agreement by and between CleanSpark, Inc. and S. Matthew Schultz, dated September 4, 2025. 10.2 Employment Agreement by and between CleanSpark, Inc. and Gary A. Vecchiarelli, dated September 4, 2025. 10.3 Employment Agreement by and between CleanSpark, Inc. and Scott E. Garrison, dated September 4, 2025. 10.4 Employment Agreement by and between CleanSpark, Inc. and Taylor Monnig, dated September 4, 2025. 10.5 Employment Agreement by and between CleanSpark, Inc. and Brian J. Carson, dated September 4, 2025. 99.1 Press Release, dated September 8, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 4

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CLEANSPARK, INC. Date: September 8, 2025 By: /s/ Leighton R. Koehler Leighton R. Koehler, General Counsel 5

View Full Filing

View this 8-K filing on SEC EDGAR