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Filing Details

Accession Number:: 0001140361-23-019998
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-04-24 21:48:54
Reporting Period:: 2023-04-20

Accepted Time:: 2023-04-24 21:48:54
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1856028	Stronghold Digital Mining Inc.	SDIG	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1478762	A Gregory Beard	595 Madison Avenue, 28Th Floor New York NY 10022	Chief Executive Officer	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock, Par Value $0.0001	Acquisiton	2023-04-20	241,555	$0.62	2,986,507	No	4	A	Direct
Class A Common Stock, Par Value $0.0001	Acquisiton	2023-04-20	1,000,000	$1.00	3,986,507	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock, Par Value $0.0001	Warrants (to purchase Class A common stock)	Acquisiton	2023-04-20	1,000,000	$0.00	1,000,000	$1.10
Class A Common Stock, Par Value $0.0001	Warrants (to purchase Class A common stock)	Disposition	2023-04-20	602,409	$0.00	602,409	$1.75
Class A Common Stock, Par Value $0.0001	Warrants (to purchase Class A common stock)	Acquisiton	2023-04-20	602,409	$0.00	602,409	$1.01

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
1,000,000	No	4	P	Direct
0	No	4	D	Direct
602,409	No	4	P	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock, Par Value $0.0001	14,400	Indirect	By Q Power LLC

Footnotes

On November 7, 2022, the Reporting Person agreed to separate his $600,000 annual salary to a cash salary of $58,500 per year and $541,500 in equity compensation. This award represents the equity portion of his salary from January 1, 2023 through March 31, 2023 in immediately vested shares.
Represents the average of the 30-day volume-weighted average price of Stronghold Digital Mining, Inc.'s (the "Issuer") Class A common stock, par value $0.0001 per share ("Common Stock") for each of January, February and March 2023.
The Reporting Person purchased 1,000,000 shares of Stronghold Digital Mining, Inc.'s (the "Issuer") Class A common stock, par value $0.0001 per share ("Common Stock") and warrants to purchase 1,000,000 shares of Common Stock, pursuant to a securities purchase agreement by and between the Reporting Person and the Issuer, dated as of April 20, 2023 (the "Securities Purchase Agreement"), as part of a private placement for an aggregate purchase price of approximately $1.0 million.
The Reporting Person is a managing member of Q Power LLC and may be deemed to be the beneficial owner of the securities held directly by Q Power LLC.
The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of, or has any pecuniary interests in, such securities for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, or for any other purpose.
The warrants are exercisable six months after the date of issuance and will expire five and one-half years from the date of issuance.
The two reported transactions involved an amendment to adjust the exercise price and expiration date of warrants issued to the Reporting Person by the Issuer on September 19, 2022 (as amended, the "Amended Warrants"). The Amended Warrants will expire on April 20, 2028.