Spence William B.'s Form 4 filing
Stronghold Digital Mining, Inc. (SDIG) · filed Sep 19, 2023
- Accession no.
- 0000950170-23-048871
- Filed
- Sep 19, 2023
- Trade date
- Nov 20, 2022-Jun 13, 2023
- Filing delay
- 303 daysLate
- Rule 10b5-1 plan
- Not checked
This filing lists 29 non-derivative transactions and 2 derivative transactions. Open-market sales total $1.37M. It was filed 303 days after the trade, past the 2-business-day deadline.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Spence William B.CIK 0001886681 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 20, 2022 | Class A common stock | CConversionAcquired | +100,000 | $0.00F1 | $0 | 100,000 | Direct | |
| Nov 20, 2022 | Class V common stock | JOtherDisposed | −100,000 | $0.00F1 | $0 | 839,500 | Indirect | |
| Apr 19, 2023 | Class A common stock | JOtherAcquired | +250,000 | $10.80F6 | +$2,700,000 | 350,000 | Direct | |
| Apr 26, 2023 | Class A Common Stock | SSaleDisposed | −2,602 | $10.23F2,F7,F8 | −$26,618.46 | 347,398 | Direct | |
| Apr 27, 2023 | Class A common stock | SSaleDisposed | −17,053 | $10.05F2,F8,F9 | −$171,382.65 | 330,345 | Direct | |
| Apr 28, 2023 | Class A Common Stock | SSaleDisposed | −3,302 | $9.75F2,F8,F10 | −$32,194.5 | 327,043 | Direct | |
| May 1, 2023 | Class A common stock | SSaleDisposed | −2,870 | $9.49F2,F8,F11 | −$27,236.3 | 324,174 | Direct | |
| May 2, 2023 | Class A common stock | SSaleDisposed | −11,379 | $9.03F2,F8,F12 | −$102,752.37 | 312,794 | Direct | |
| May 4, 2023 | Class A common stock | SSaleDisposed | −4,349 | $8.94F2,F8,F13 | −$38,880.06 | 308,445 | Direct | |
| May 5, 2023 | Class A common stock | SSaleDisposed | −11,590 | $9.16F2,F8,F14 | −$106,164.4 | 296,855 | Direct | |
| May 8, 2023 | Class A Common Stock | SSaleDisposed | −2,500 | $9.10F2 | −$22,750 | 294,355 | Direct | |
| May 10, 2023 | Class A common stock | SSaleDisposed | −9,913 | $9.42F2,F8,F15 | −$93,380.46 | 284,442 | Direct | |
| May 16, 2023 | Class A common stock | SSaleDisposed | −11,150 | $6.30 | −$70,245 | 273,292 | Direct | |
| May 17, 2023 | Class A common stock | SSaleDisposed | −23,292 | $5.51F8,F16 | −$128,338.92 | 250,000 | Direct | |
| May 18, 2023 | Class A Common Stock | CConversionAcquired | +200,000 | $0.00F1 | $0 | 450,000 | Direct | |
| May 18, 2023 | Class V Common Stock | JOtherDisposed | −200,000 | $0.00F1 | $0 | 639,500 | Indirect | |
| May 22, 2023 | Class A common stock | SSaleDisposed | −16,149 | $6.28F8,F17 | −$101,415.72 | 433,851 | Direct | |
| May 23, 2023 | Class A common stock | SSaleDisposed | −1,500 | $6.34F8,F18 | −$9,510 | 432,351 | Direct | |
| May 30, 2023 | Class A common stock | SSaleDisposed | −20,000 | $6.13F8,F19 | −$122,600 | 412,351 | Direct | |
| May 31, 2023 | Class A common stock | SSaleDisposed | −2,341 | $5.99F8,F20 | −$14,022.59 | 412,351 | Direct | |
| Jun 1, 2023 | Class A common stock | SSaleDisposed | −11,200 | $6.13F8,F21 | −$68,656 | 398,810 | Direct | |
| Jun 2, 2023 | Class A common stock | SSaleDisposed | −4,000 | $5.85F8,F22 | −$23,400 | 394,810 | Direct | |
| Jun 5, 2023 | Class A common stock | SSaleDisposed | −3,835 | $5.51F8,F23 | −$21,130.85 | 390,975 | Direct | |
| Jun 6, 2023 | Class A common stock | SSaleDisposed | −7,791 | $5.29F8,F24 | −$41,214.39 | 383,184 | Direct | |
| Jun 7, 2023 | Class A common stock | SSaleDisposed | −8,135 | $5.13F8,F25 | −$41,732.55 | 375,049 | Direct | |
| Jun 8, 2023 | Class A common stock | SSaleDisposed | −4,413 | $4.88F8,F26 | −$21,535.44 | 370,636 | Direct | |
| Jun 9, 2023 | Class A common stock | SSaleDisposed | −7,676 | $4.47F8,F27 | −$34,311.72 | 362,960 | Direct | |
| Jun 12, 2023 | Class A common stock | SSaleDisposed | −4,073 | $4.31F8,F28 | −$17,554.63 | 358,887 | Direct | |
| Jun 13, 2023 | Class A common stock | SSaleDisposed | −7,901 | $4.23F8,F29 | −$33,421.23 | 350,986 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 20, 2022 | Class A common stock, par value $0.0001 | CConversionDisposed | −100,000 | –F30 | – | 839,500 | Indirect | |
| May 18, 2023 | Class A common stock, par value $0.0001 | CConversionDisposed | −200,000 | –F30 | – | 639,500 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
Reflects an exchange of common units ("Common Units") of Stronghold Digital Mining Holdings, LLC ("Stronghold LLC") together with the surrender and cancellation of the same number of Class V common stock for an equal number of shares of Class A common stock, pursuant to the Limited Liability Company Agreement of Stronghold LLC (as amended and restated, the "Stronghold LLC Agreement"). Transactions are exempt from Section 16(b) in reliance on Rule 16b-6(b).
Referenced by the price of 4 transactions in Table I.
- F2
Amount of securities or price, as applicable, has been adjusted to reflect the 10:1 reverse stock split that occurred on May 16, 2023.
Referenced by the price of 9 transactions in Table I.
- F6
Reflects the closing price of a share of the Issuer's Class A common stock on The Nasdaq Global Market on the grant date with respect to the one-time grant of 250,000 fully vested shares of the Issuer's Class A common stock pursuant to the terms of the Consulting Agreement, representing bargained-for consideration. This is a payment of compensation for services under the Consulting Agreement.
Referenced by the price of 1 transaction in Table I.
- F7
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.20 to $10.40, inclusive.
Referenced by the price of 1 transaction in Table I.
- F8
The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in Column 4 for such transaction.
Referenced by the price of 22 transactions in Table I.
- F9
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.00 to $10.20, inclusive.
Referenced by the price of 1 transaction in Table I.
- F10
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.70 to $9.783, inclusive.
Referenced by the price of 1 transaction in Table I.
- F11
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.30 to $9.70, inclusive.
Referenced by the price of 1 transaction in Table I.
- F12
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.00 to $9.10, inclusive.
Referenced by the price of 1 transaction in Table I.
- F13
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.80 to $9.2010, inclusive.
Referenced by the price of 1 transaction in Table I.
- F14
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.90 to $9.6470, inclusive.
Referenced by the price of 1 transaction in Table I.
- F15
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.20 to $9.715, inclusive.
Referenced by the price of 1 transaction in Table I.
- F16
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.31 to $5.72, inclusive.
Referenced by the price of 1 transaction in Table I.
- F17
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.25 to $6.35, inclusive.
Referenced by the price of 1 transaction in Table I.
- F18
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.33 to $6.34, inclusive.
Referenced by the price of 1 transaction in Table I.
- F19
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.01 to $6.37, inclusive.
Referenced by the price of 1 transaction in Table I.
- F20
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.76 to $6.2697, inclusive.
Referenced by the price of 1 transaction in Table I.
- F21
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.96 to $6.45, inclusive.
Referenced by the price of 1 transaction in Table I.
- F22
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.62 to $6.15, inclusive.
Referenced by the price of 1 transaction in Table I.
- F23
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.30 to $5.72, inclusive.
Referenced by the price of 1 transaction in Table I.
- F24
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.05 to $5.61, inclusive.
Referenced by the price of 1 transaction in Table I.
- F25
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.90 to $5.47, inclusive.
Referenced by the price of 1 transaction in Table I.
- F26
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.75 to $5.07, inclusive.
Referenced by the price of 1 transaction in Table I.
- F27
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.32 to $4.86, inclusive.
Referenced by the price of 1 transaction in Table I.
- F28
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.21 to $4.48, inclusive.
Referenced by the price of 1 transaction in Table I.
- F29
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.12 to $4.46, inclusive.
Referenced by the price of 1 transaction in Table I.
- F30
Each share of Class V common stock has no economic right but entitles its holder to one vote on all matters to be voted on by shareholders generally. At the request of the holder, each Common Unit of Stronghold LLC may be coupled with a share of Class V common stock and redeemed for, at the Issuer's election and subject to certain restrictions in the Stronghold LLC Agreement, newly issued shares of Class A common stock of the Issuer on a one-for-one basis or for a cash payment to be determined pursuant to the Stronghold LLC Agreement for each Common Unit redeemed. The Common Units do not expire.
Referenced by the price of 2 transactions in Table II.