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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 5.07.Submission of Matters to a Vote of Security Holders.
On June 22, 2022, TeraWulf Inc. (“TeraWulf”) held its Annual Meeting of Shareholders. The results of the matters submitted to a shareholder vote at the Annual Meeting were as follows:
Proposal 1 - Election of Directors: Our shareholders elected the following nine directors to serve until the 2023 Annual Meeting or until a successor is duly elected and qualified. The voting results for each of the nominees were as follows:
| For |
| Withhold |
| Broker | |
Paul B. Prager | 53,333,881 | 2,010,334 | 10,661,823 | |||
Nazar M. Khan | 54,662,774 | 681,441 | 10,661,823 | |||
Kerri M. Langlais | 54,662,770 | 721,445 | 10,661,823 | |||
Michael C. Bucella | 55,103,820 | 240,395 | 10,661,823 | |||
Walter E. Carter | 55,106,273 | 237,942 | 10,661,823 | |||
Catherine J. Motz | 55,106,470 | 237,745 | 10,661,823 | |||
Jason G. New | 55,096,191 | 248,024 | 10,661,823 | |||
Steven T. Pincus | 55,103,614 | 240,601 | 10,661,823 | |||
Lisa A. Prager | 52,968,010 | 2,376,205 | 10,661,823 |
Proposal 2 - Non-binding Advisory Vote to Approve Executive Compensation: Our shareholders approved the 2021 compensation of TeraWulf’s named executives. The voting results were as follows:
For |
| Against |
| Abstain |
| Broker |
54,968,728 | 357,574 | 17,913 | 10,661,823 |
Proposal 3 - Ratification of the selection of RSM US LLP (“RSM”) as TeraWulf’s independent registered public accounting firm for 2022: Our shareholders ratified the selection of RSM as our independent registered public accounting firm for 2022. The voting results were as follows:
For |
| Against |
| Abstain |
| Broker |
65,900,858 | 28,150 | 77,030 | 0 |
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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/ Stefanie C. Fleischmann |
| Name: |
| Stefanie C. Fleischmann |
| Title: |
| General Counsel and Corporate Secretary |
Dated: June 23, 2022
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