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Get filing alertsTeraWulf stockholders approve executive pay with 66% support, elect nine directors
Filed June 10, 2026 · Period ending June 9, 2026 · ~1 min read
Key Changes
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Executive compensation for 2025 approved with 66% support (180M for, 92M against), lower than typical say-on-pay approval rates but still passing. This non-binding vote suggests some stockholder concern about pay levels.
Item 5.07: Proposal 2 verify on EDGAR → -
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All nine director nominees elected to serve until 2027 Annual Meeting, including CEO Paul Prager and President Nazar Khan. Vote totals ranged from 252M to 272M shares in favor.
Item 5.07: Proposal 1 verify on EDGAR → -
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Deloitte & Touche ratified as independent auditor for 2026 with 347M votes in favor, representing near-unanimous approval with no auditor concerns indicated.
Item 5.07: Proposal 3 verify on EDGAR → -
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Annual Meeting had 80% stockholder participation (348M shares represented), indicating strong engagement for routine corporate governance matters.
Item 5.07: Meeting Results verify on EDGAR →
Summary
TeraWulf held its 2026 Annual Meeting on June 9 with routine corporate governance outcomes. The most notable result was the say-on-pay vote, where executive compensation received 66% approval—lower than the typical 90%+ rates seen at most companies. While the non-binding vote still passed, the 92 million votes against suggest a meaningful portion of stockholders have concerns about executive pay levels or structure.
All other proposals passed as expected. The full slate of nine directors was re-elected, and Deloitte was ratified as auditor with near-unanimous support. With 80% of shares represented, stockholder engagement was strong for an annual meeting. Retail investors should watch for any management response to the lower-than-typical say-on-pay support.
Companies often adjust compensation practices following weak advisory votes to address stockholder concerns. The next proxy statement (likely filed in spring 2027) will reveal whether TeraWulf's board makes changes to executive pay structure in response to this feedback.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
TeraWulf held its 2026 Annual Meeting, electing nine directors, approving executive compensation, and ratifying Deloitte as auditor.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
On June 9, 2026, TeraWulf Inc. (“TeraWulf” or the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 348,345,521 shares of the Company’s common stock were present electronically or represented by proxy at the Annual Meeting, representing approximately 80.01% percent of the Company’s outstanding common stock as of the April 13, 2026 record date.
TeraWulf held its annual stockholder meeting on June 9, 2026, with approximately 80% of outstanding shares represented. This is a routine corporate governance event required for publicly traded companies.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 10, 2026 · How we verify