Sec Form 4 Filing - DUCHENE TODD M @ Core Scientific, Inc./tx - 2024-07-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
DUCHENE TODD M
2. Issuer Name and Ticker or Trading Symbol
Core Scientific, Inc./tx [ CORZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See remarks
(Last) (First) (Middle)
C/O CORE SCIENTIFIC, INC., 838 WALKER ROAD, SUITE 21-2105
3. Date of Earliest Transaction (MM/DD/YY)
07/19/2024
(Street)
DOVER, DE19904
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/19/2024 A 1,003,633 ( 1 ) A $ 0 1,363,510 D
Common Stock 07/19/2024 A 250,909 ( 2 ) A $ 0 1,614,419 D
Common Stock 07/19/2024 A 83,637 ( 3 ) A $ 0 1,698,056 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DUCHENE TODD M
C/O CORE SCIENTIFIC, INC.
838 WALKER ROAD, SUITE 21-2105
DOVER, DE19904
See remarks
Signatures
/s/ Todd DuChene 07/22/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a special one-time restricted stock unit ("RSU") grant. The RSUs will vest in substantially equal installments on each of the first four anniversaries of December 31, 2023, provided that the Reporting Person continues to provide service to the Issuer on each vesting date.
( 2 )Represents a regular annual RSU grant. 1/3 of the RSUs will vest on January 23, 2025, and the remaining 2/3 of the RSUs will vest in eight substantially equal installments on the conclusion of each calendar quarter thereafter, provided that the Reporting Person continues to provide service to the Issuer on each vesting date.
( 3 )Represents a regular annual performance-based RSU ("PSU") grant. The PSUs will vest in three substantially equal installments in the 2024, 2025 and 2026 calendar years upon the attainment of certain prescribed stock price hurdles, with certain adjustments for the 2025 and 2026 calendar years, if applicable, to allow for continued vesting eligibility to the extent the prescribed performance metrics were not achieved in a prior calendar year, provided that the Reporting Person continues to provide service to the Issuer on each vesting date.

Remarks:
Chief Legal and Administrative Officer

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