1 unchanged sentence
Trading Arrangements
−Removed: During the three months ended September 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: Exhibit Description Filed Herewith
+Added: During the three months ended March 31, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except for the following “Rule 10b5-1 trading arrangement”:
+Added: On March, 4, 2025 , Todd DuChene , Executive Vice President, Chief Legal and Administrative Officer and Secretary , adopted a trading plan subject to termination on the earlier of April 1, 2026 or upon the occurrence of certain specified events set forth therein.
+Added: The trading plan is intended to permit Mr.
+Added: DuChene to exercise and sell an aggregate of approximately 600,000 shares.
+Added: Exhibit Description
2.1†† Agreement and Plan of Merger and Reorganization by and among Power & Digital Infrastructure Acquisition Corp., XPDI Merger Sub Inc., XPDI Merger Sub 2, LLC, and Core Scientific Holding Co.
5 unchanged sentences
2.4 Confirmation Order, dated January 16, 2024 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 17, 2024).
−Removed: Indenture, dated as of August 19, 2024, by and between the Company and U.S.
−Removed: Bank Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 4 .1 to the Company’s Current Report on Form 8-K filed with the SEC on August 19 , 2024).
−Removed: Form of Global Note, representing the Company’s 3.00% Convertible Senior Notes due 2029 (included as Exhibit A to the Indenture filed as Exhibit 4.1).
−Removed: Employment Agreement, by and between Todd M.
−Removed: DuChene and Core Scientific, Inc., dated July 19, 2024 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 23, 2024).
−Removed: Form of Restricted Stock Unit Award Agreement pursuant to Core Scientific, Inc.
−Removed: 2024 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on Ju ly 23 , 2024).
−Removed: Form of Performance Share Unit Award Agreement pursuant to Core Scientific, Inc.
−Removed: 2024 Stock Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on July 23 , 2024).
−Removed: Transition and Separation Agreement, by and between Denise Sterling and Core Scientific, Inc., dated September 5, 2024 (incorporated by reference to Exhibit 10 .1 to the Company’s Current Report on Form 8-K filed with the SEC on September 6 , 2024).
−Removed: Form of Restricted Stock Unit Award Agreement pursuant to Core Scientific, Inc.
−Removed: 2024 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on September 6, 2024).
+Added: Employment Agreement , by and between James P.
+Added: Nygaard , Jr.
+Added: and Core Scientific, Inc., dated as of February 26, 2025 .
+Added: Form of J ames P.
+Added: Nygaard Restricted Stock Unit Award Agreement pursuant to Core Scientific, Inc.
+Added: 2024 Stock Incentive Plan .
Certifications of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Core Scientific, Inc.
+Added: Policy on Recoupment of Incentive Compensation (incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K filed with the SEC on March 13, 2024).
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
5 unchanged sentences
104 Cover Page Interactive Data File (the cover page XBRL tags)
+Added: * Filed herewith.
+Added: # Indicates management contract or compensatory plan.
†† Certain of the exhibits and schedules to these exhibits have been omitted in accordance with Regulation S-K Item 601(a)(5).
The registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.
−Removed: + Indicates a management contract or compensatory plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CORE SCIENTIFIC, INC.
−Removed: November 6, 2024 By:
−Removed: /s/ Denise Sterling
−Removed: Denise Sterling
+Added: May 7, 2025 By:
+Added: /s/ Jim Nygaard
Chief Financial Officer
1 unchanged sentence
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.