0001104659-23-123717.txt : 20231205
0001104659-23-123717.hdr.sgml : 20231205
20231205200130
ACCESSION NUMBER: 0001104659-23-123717
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231130
FILED AS OF DATE: 20231205
DATE AS OF CHANGE: 20231205
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ONEAL E STANLEY
CENTRAL INDEX KEY: 0001182337
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41864
FILM NUMBER: 231468213
MAIL ADDRESS:
STREET 1: MERRILL LYNCH CORPORATE SECRETARY
STREET 2: 222 BROADWAY, 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Hut 8 Corp.
CENTRAL INDEX KEY: 0001964789
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 922056803
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1221 BRICKELL AVENUE, SUITE 900
CITY: MIAMI
STATE: FL
ZIP: 33131
BUSINESS PHONE: 305-224-6427
MAIL ADDRESS:
STREET 1: 1221 BRICKELL AVENUE, SUITE 900
CITY: MIAMI
STATE: FL
ZIP: 33131
3
1
tm2331815-4_3seq1.xml
OWNERSHIP DOCUMENT
X0206
3
2023-11-30
0
0001964789
Hut 8 Corp.
HUT
0001182337
ONEAL E STANLEY
C/O HUT 8 CORP.
1101 BRICKELL AVENUE, SUITE 1500
MIAMI
FL
33131
1
0
0
0
Common stock, par value $0.01 per share
211039
I
See footnote
Stock Option(2) (right to buy)
0.39
2031-07-29
Common stock, par value $0.01 per share
81935
D
Stock Option(4) (right to buy)
0.39
2033-01-04
Common stock, par value $0.01 per share
163870
D
These shares represent the Reporting Person's pecuniary interest in the shares of Hut 8 Corp. (the "Company") Common Stock, par value $0.01 per share ("Common Stock"), owned by JHS Bitcoin Mining LLC ("JHS"). The Reporting Person does not currently maintain voting or dispositive power over the shares held by JHS. However, the shares included herein represent the Reporting Person's passive investment in JHS and his respective pecuniary interest in such shares.
Represents options to purchase the Company's Common Stock issued to the Reporting Person in replacement of the options (the "2021 USBTC Options") held by the Reporting Person to purchase shares of common stock of U.S. Data Mining Group, Inc., a Nevada corporation ("USBTC") prior to the consummation of the Business Combination by and among the Company, USBTC and Hut 8 Mining Corp., a corporation existing under the laws of British Columbia ("Hut 8") on November 30, 2023. The 2021 USBTC Options were originally issued by USBTC on July 30, 2021.
The shares vest over a four-year period which began on March 18, 2021, with 20,483 shares that vested on March 18, 2022 and the remaining shares vesting pro-rata on a monthly basis over the remaining three-year period.
Represents options to purchase the Company's Common Stock issued to the Reporting Person in replacement of the options (the "2023 USBTC Options") held by the Reporting Person to purchase shares of common stock of USBTC prior to the consummation of the Business Combination on November 30, 2023. The 2023 USBTC Options were originally issued by USBTC on January 5, 2023.
The shares vest over a four-year period which began on January 5, 2023, with 40,967 shares vesting on January 5, 2024 and the remaining shares vesting pro-rata on a monthly basis over the remaining three-year period.
/s/ Asher Genoot, Attorney-in-Fact
2023-12-05