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