0001104659-23-124088.txt : 20231206 0001104659-23-124088.hdr.sgml : 20231206 20231206200018 ACCESSION NUMBER: 0001104659-23-124088 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231130 FILED AS OF DATE: 20231206 DATE AS OF CHANGE: 20231206 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Genoot Asher CENTRAL INDEX KEY: 0001999341 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-41864 FILM NUMBER: 231470855 MAIL ADDRESS: STREET 1: 1221 BRICKELL AVENUE, SUITE 900 CITY: MIAMI STATE: FL ZIP: 33131 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: 1101 BRICKELL AVENUE, SUITE 1500 CITY: MIAMI STATE: FL ZIP: 33131 BUSINESS PHONE: 305-224-6427 MAIL ADDRESS: STREET 1: 1101 BRICKELL AVENUE, SUITE 1500 CITY: MIAMI STATE: FL ZIP: 33131 4/A 1 tm2332310-8_4aseq1.xml OWNERSHIP DOCUMENT X0508 4/A 2023-11-30 2023-12-04 0 0001964789 Hut 8 Corp. HUT 0001999341 Genoot Asher C/O HUT 8 CORP. 1101 BRICKELL AVENUE, SUITE 1500 MIAMI FL 33131 1 1 0 0 President 0 Common stock, par value $0.01 per share 2023-11-30 4 J 0 3308850 0.00 A 3308850 D Stock Option (right to buy) 0.39 2023-11-30 4 A 0 704449 0.00 A 2033-01-04 Common Stock, par value $0.01 per share 704449 704449 D On November 30, 2023, in connection with the consummation of the business combination (the "Business Combination") by and among Hut 8 Corp. (the "Company"), U.S. Data Mining Group, Inc., a Nevada corporation ("USBTC") and Hut 8 Mining Corp., a corporation existing under the laws of British Columbia ("Hut 8"), the Reporting Person exchanged his shares of USBTC common stock for shares of the Company's Common Stock, par value $0.01 per share ("Common Stock"), at an exchange ratio of 0.6716 in accordance with the terms of the Business Combination. The acquisition of these shares pursuant to the consummation of the Business Combination were exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b3(d) given the Business Combination, and the Reporting Person's receipt of the Company's shares, was approved and ratified by both the Company's board of directors and shareholders. Represents options to purchase the Company's Common Stock issued to the Reporting Person in replacement of the options (the "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 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 176,112 shares vesting on January 5, 2024 and the remaining shares vesting pro-rata on a monthly basis over the remaining three-year period. On December 4, 2023, the Reporting Person filed a Form 4 which inadvertently omitted the number of shares held by the Reporting Person in a Roth IRA in Table I, Column 5. This Form 4/A makes the correction to report that the Reporting Person beneficially owns 3,308,850 shares of Common Stock, with 3,044,408 held individually and 264,442 held in the Reporting Person's Roth IRA. /s/ Asher Genoot 2023-12-06