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Market Information and Holders
−Removed: Our old common stock and old warrants were traded on OTC Markets under the symbols “CORZQ” and “CRZWQ.” through the year ended December 31, 2023.
−Removed: Any over-the-counter market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.
As of January 24, 2024, in connection with the effectiveness of the Plan of Reorganization our New Common Stock and New Warrants are traded on the Nasdaq Global Select Market under the symbols “CORZ,” “CORZW” and “CORZZ,” respectively.
−Removed: On March 7, 2024, there were 418 holders of record of our New Common Stock, 367 holders of record of our Tranche 1 Warrants and 370 holders of record of our Tranche 2 Warrants.
−Removed: We believe a substantially greater number of beneficial owners hold shares of New Common Stock and New Warrants through brokers, banks or other nominees.
+Added: Our old common stock and old warrants were traded on OTC Markets under the symbols “CORZQ” and “CRZWQ.” through the year ended December 31, 2023.
+Added: Any over-the-counter market quotations reflected inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.
+Added: On February 20, 2025, there were 250 holders of record of our New Common Stock, 210 holders of record of our Tranche 1 Warrants, and 207 holders of record of our Tranche 2 Warrants.
The Company has not paid dividends on its common stock to date and does not intend to pay cash dividends in the foreseeable future.
−Removed: In addition, our New Secured Notes and our Exit Credit Agreement restrict our ability to pay dividends.
The payment of cash dividends in the future will be dependent upon the terms of agreements restricting our ability to pay dividends, revenues and earnings, if any, capital requirements and general financial condition and the discretion of the Company’s Board of Directors.
It is the present intention of the Company’s Board of Directors to retain all earnings, if any, for use in the Company’s business operations and, accordingly, the Board of Directors does not anticipate declaring any dividends in the foreseeable future.
+Added: Stock Performance Graph
+Added: The following performance graph compares the cumulative total return on our common stock with the cumulative total return of the Nasdaq Composite Index and Russell 2000 Index from January 24, 2024 through December 31, 2024.
+Added: Such returns are based on historical results and are not intended to suggest future performance.
+Added: The graph assumes a $100 investment on January 24, 2024 through December 31, 2024 in our common stock, the Nasdaq Composite Index and the Russell 2000 Index.
+Added: This performance graph shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference into any filing of Core Scientific, Inc.
+Added: under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
+Added: Securities Authorized for Issuance Under Equity Compensation Plans
+Added: In accordance with the Plan of Reorganization, the Company adopted an equity-based management incentive plan on April 26, 2024 (the “Incentive Plan”).
+Added: The Incentive Plan provides for the grant of up to 40,000,000 shares of the Company’s Common Stock.
Recent Sales of Unregistered Securities
−Removed: There were no sales of unregistered securities during the period covered by this Annual Report on Form 10-K, other than those previously reported in a Quarterly Report on Form 10-Q or in a Current Report on Form 8-K.
−Removed: On the Effective Date, pursuant to the Plan of Reorganization, the Company issued, or will issue:
−Removed: • 176,266,782 shares of New Common Stock;
−Removed: • 180,241,211 New Warrants;
−Removed: • New Secured Convertible Notes in an aggregate principal amount of $260.0 million;
−Removed: • New Secured Notes in an aggregate principal amount of $150.0 million;
−Removed: • 51,783,625 Contingent Value Rights (“CVRs”);
−Removed: • General Unsecured Claims (“GUC”) CVRs.
−Removed: Please refer to the discussions contained in our Item 1.
−Removed: – “Business” for additional information regarding our emergence from bankruptcy.
+Added: Below are the sales of unregistered securities during the period covered by this Annual Report on Form 10-K, other than those previously reported in a Quarterly Report on Form 10-Q or in a Current Report on Form 8-K.
+Added: During the quarter ended December 31, 2024, 0.6 million shares of New Common Stock were issued upon the exercise of Tranche 1 Warrants in reliance on the exemption provided by Section 1145 of the Bankruptcy Code.
+Added: The Company received cash proceeds from the exercise of $ 4.4 million.
+Added: During the quarter ended December 31, 2024, 60.9 million shares of New Common Stock were issued upon the exercise of Tranche 2 Warrants in reliance on the exemption provided by Section 1145 of the Bankruptcy Code.
+Added: The Company received cash proceeds from the exercise of $ 0.6 million.
Use of Proceeds from Registered Securities
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Purchases of Equity Securities by the Issuer and Affiliated Purchasers
−Removed: During the year ended December 31, 2023, the Company repurchased shares of its previously-issued common stock as follows:
−Removed: Total number of shares (or units) purchased
−Removed: Average price paid per share (or unit)
−Removed: December 2023 4,086 $ 0.89
−Removed: The above table contains information about shares of our previously-issued common stock withheld from employees in connection with income tax obligations related to the vesting of stock-based awards.
+Added: We had no share repurchase activity for the three months ended December 31, 2024.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.