Certain Relationships and Related Person TransactionsCore Scientific
Warrants
In March 2020,
in connection with certain bridge financings, Legacy Core issued warrants to Mr. Turner and Mr. Levitt, each exercisable for 2,000,000 shares of common stock at any time for two years following the issuance. The exercise price of the
common stock issuable under such warrants is $1.34 per share. On January 18, 2022, Legacy Cores Board extended the exercise window for these warrants to the latter of January 20, 2023 or the expiration the applicable lock-up period.
Related Party Commercial Relationships
Executive Officers and Directors
In July 2019, Legacy Core entered into an ongoing commercial relationship with one of its customers, Gilley Enterprises, LLC
(Gilley), where Gilley purchases hosting services from Legacy Core on an ongoing basis. Jeff Pratt, Cores Senior Vice President of Operations and Finance is a shareholder in Gilley. James Cleveland, Legacy Cores Chief Power
Officer is a shareholder in Gilley. Pursuant to the arrangement, Legacy Core is paid on average approximately $41,300 per month in hosting fees.
In October 2019, Legacy Core entered into an ongoing commercial relationship with one of its customers, UnionJack LLC (UnionJack),
where UnionJack purchases hosting services from Legacy Core on an ongoing basis. Kevin Turner, Legacy Cores former President and Chief Executive Officer, and a former member of Legacy Cores board of directors, is a shareholder in
UnionJack. Matthew Bishop, a member of Legacy Cores board of directors, serves as director of UnionJack. Pursuant to the arrangement, Legacy Core is paid approximately $45,000 per month in hosting fees.
In December 2020, Legacy Core entered into hosting services arrangements with a then-customer, Blockcap, before Legacy Core acquired Blockcap
on July 30, 2021. Pursuant to the arrangements, Blockcap purchased hosting services from Legacy Core. Darin Feinstein, an owner of greater than 5% of Legacy Cores capital stock and the Co-Chair of
Legacy Cores board of directors, held an approximately 12% equity ownership interest in Blockcap. Kevin Turner, Legacy Cores former President and Chief Executive Officer, and a former member of Legacy Cores board of directors, is a
shareholder in Blockcap. Matthew Minnis, a member of Cores Board, is a shareholder in Blockcap. Michael Levitt, Cores Chief Executive Officer, Co-Chair of its Board, and a member of its Board, is a
shareholder in Blockcap. James Cleveland, Cores Chief Power Officer, is an optionholder in Blockcap. Jeff Pratt, Cores Senior Vice President of Operations and Finance, is an optionholder in Blockcap. Sharon Orlopp, Cores Chief
Human Resources Officer, is an optionholder in Blockcap. Russel Cann, Cores Chief Customer Success Officer, is an optionholder in Blockcap. Taras Kulyk, Cores Senior Vice President of Blockchain Business Development, is an optionholder
in Blockcap. Pursuant to the arrangement, Legacy Core was paid on average approximately $2,000,000 per month in hosting fees.
In May
2021, Legacy Core entered into an ongoing commercial relationship with one of its customers, GEM Mining 2 LLC (GEM 2), where GEM 2 purchases hosting services from Legacy Core on an ongoing basis. Russell Cann, Cores Chief Customer
Success Officer, is the Managing Member of GEM 2. Pursuant to the arrangement, Legacy Core is paid on average approximately $76,800 per month in hosting fees.
BCV Entities
Darin
Feinstein, the Co-Chair of Cores Board, owns greater than 5% of Cores capital stock through BCV 55 LLC, BCV 66 LLC and BCV 77 LLC (collectively, the BCV Entities), in which
Mr. Feinstein is the leading shareholder. Kevin Turner, Cores former President and Chief Executive Officer, and a former member of Legacy Cores board of directors, is a shareholder in BCV Entities. Michael Levitt, Cores Chief
Executive Officer, Co-Chair of its board of directors, and a member its board of directors, is also a shareholder in BCV
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