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Mandatory conversion of Series A Convertible Preferred Stock to Common Stock

Company: TeraWulf

Subject kind
financing
Statement date
2025-11-24
Promised by
2025-12-09
Promised amount
1.215 million shares
Current status
verified

What the later record shows

Delivered; the record does not say when

The April 2026 prospectus capitalization table shows zero preferred shares issued and outstanding, so the conversion happened. No passage states the conversion date.

“Preferred stock, $0.001 par value, 100,000,000 shares authorized, 0 shares issued and outstanding, actual and as adjusted”
2026-04-14 · TeraWulf 424B5 filed 2026-04-15 View cached copy (2026-08-31)Live source ↗

Checked October 9, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.

The claim, verbatim

All outstanding shares of Series A Convertible Preferred Stock will be converted into approximately 1.215 million shares of Common Stock, with an effective date of December 9, 2025.

Source (primary)

TeraWulf 8-K filed 2025-11-25 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗

Quote: “The Company has established the effective date of the Mandatory Conversion as December 9, 2025 (the "Mandatory Conversion Date"), at which time all shares of Convertible Preferred Stock will be converted into approximately 1.215 million shares of Common Stock”

How we checked this

Checked on October 10, 2026. The cited source supports every part of this claim.

The 8-K says the Company set December 9, 2025 as the Mandatory Conversion Date, when all Series A Convertible Preferred shares convert into about 1.215 million common shares.

Confirmed in the source:

What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1083301/000108330125000107/wulf-20251125.htm) in full (7,961 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.

Additional evidence

confirms TeraWulf 8-K filed 2025-11-25

Quote: “The Company has established the effective date of the Mandatory Conversion as December 9, 2025 (the "Mandatory Conversion Date"), at which time all shares of Convertible Preferred Stock will be converted into approximately 1.215 million shares of Common Stock”

View cached copy (2026-08-31)Live source ↗

confirms TeraWulf 424B5 filed 2026-04-15

Quote: “Preferred stock, $0.001 par value, 100,000,000 shares authorized, 0 shares issued and outstanding, actual and as adjusted”

View cached copy (2026-08-31)Live source ↗

Record of changes

September 2, 2026 — stated
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
September 3, 2026 — delayed
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
October 9, 2026 — outcome unconfirmed
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.
October 9, 2026 — verified
Automated extraction from the cited source. Recorded automatically from the cited source when it was published, then queued for evidence review.