Terawulf Inc. Files 8-K: Security Holder Rights & Other Events

Ticker: WULF · Form: 8-K · Filed: Nov 25, 2025 · CIK: 1083301

Sentiment: neutral

Topics: corporate-event, filing

TL;DR

TeraWulf filed an 8-K on 11/25/25 regarding security holder rights and other events.

AI Summary

On November 25, 2025, Terawulf Inc. filed an 8-K report. The filing indicates material modifications to the rights of security holders and reports other events. The company, formerly known as Ikonics Corp and Chromaline Corp, is incorporated in Delaware and headquartered in Easton, Maryland.

Why It Matters

This 8-K filing signals potential changes affecting Terawulf Inc.'s security holders and may contain information about significant corporate events that could impact the company's stock.

Risk Assessment

Risk Level: medium — 8-K filings often contain material information that can significantly impact a company's stock price, requiring careful review by investors.

Key Numbers

Key Players & Entities

FAQ

What specific material modifications to the rights of security holders are detailed in this 8-K filing?

The filing indicates 'Material Modifications to Rights of Security Holders' as an item, but the specific details of these modifications are not provided in the excerpt.

What are the 'Other Events' reported in this 8-K filing?

The filing lists 'Other Events' as a reported item, but the specific nature of these events is not detailed in the provided text.

When was Terawulf Inc. incorporated, and in which state?

Terawulf Inc. was incorporated in Delaware.

What was the previous name of Terawulf Inc. before its current name?

Terawulf Inc. was formerly known as Ikonics Corp and Chromaline Corp.

What is the principal executive office address for Terawulf Inc.?

The principal executive offices are located at 9 Federal Street, Easton, Maryland 21601.

Filing Stats: 1,194 words · 5 min read · ~4 pages · Grade level 13.2 · Accepted 2025-11-25 07:06:17

Key Financial Figures

Filing Documents

03. Material Modifications to Rights of Security Holders

Item 3.03. Material Modifications to Rights of Security Holders. On November 25, 2025, TeraWulf Inc. ("TeraWulf" or the "Company") issued a press release (the "Press Release") announcing its (i) intent to effect a mandatory conversion (the "Mandatory Conversion") of all of the shares of its Series A Convertible Preferred Stock, par value $0.001 per share (the "Convertible Preferred Stock") and (ii) issuance of a Notice of Mandatory Conversion (the "Conversion Notice") to holders (the "Holders") of the Company's Convertible Preferred Stock, providing notice to the Holders of the Company's intent to exercise its Mandatory Conversion right pursuant to Section 10(c) of the Certificate of Designations, filed by the Company with the Secretary of State of the State of Delaware on March 16, 2022 ("Certificate of Designations"). The Certificate of Designations provides the Company the right, exercisable at its election after the third-year anniversary of the initial issue date, to effect the Mandatory Conversion of all, or any portion that is a whole number, of the outstanding shares of its Convertible Preferred Stock, if the last reported sale price per share of the Company's common stock, par value $0.001 per share (the "Common Stock") exceeds one hundred and thirty percent (130%) of the conversion price on each of at least five (5) trading days (whether or not consecutive) during the fifteen (15) consecutive trading days ending on, and including, the trading day immediately before the Conversion Notice date for such Mandatory Conversion. The conversion price is currently $10.00 per share of Convertible Preferred Stock, and on at least five (5) trading days (whether or not consecutive) from November 4, 2025 through November 24, 2025, the last reported sale price per share of the Company's Common Stock has exceeded $13.00. The Company has established the effective date of the Mandatory Conversion as December 9, 2025 (the "Mandatory Conversion Date"), at which time all

01. Other Events

Item 8.01. Other Events. A copy of the Company's Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release, dated November 25, 2025 . 104.1 Cover Page Interactive Data File (embedded within the inline XBRL document). Cautionary Note Regarding Forward-Looking Statements.

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. TERAWULF INC. By: /s/ Patrick A. Fleury Name: Patrick A. Fleury Title: Chief Financial Officer Dated: November 25, 2025

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