Sec Form 4/A Filing - Hughes Michael Forrest @ Mawson Infrastructure Group Inc. - 2021-11-01

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FORM 4/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Hughes Michael Forrest
2. Issuer Name and Ticker or Trading Symbol
Mawson Infrastructure Group Inc. [ MIGI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O MAWSON INFRASTRUCTURE GROUP, INC., LEVEL 5, 97 PACIFIC HIGHWAY
3. Date of Earliest Transaction (MM/DD/YY)
11/01/2021
(Street)
NORTH SYDNEY, NSW, C32060
4. If Amendment, Date Original Filed (MM/DD/YY)
11/03/2021
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units( 1 ) ( 2 ) 11/01/2021 A 120,000 ( 3 ) 10/31/2031 Common Stock 120,000 $ 0 120,000 D
10% Owner
Reporting Owners
Reporting Owner Name / Address Relationships
Director Officer Other
Hughes Michael Forrest
C/O MAWSON INFRASTRUCTURE GROUP, INC.
LEVEL 5, 97 PACIFIC HIGHWAY
NORTH SYDNEY, NSW, C32060
X
Signatures
/s/ Michael Forrest Hughes 06/21/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 3, 2021 the reporting person filed a Form 4 (the "November 2021 Form 4") which reported 120,000 RSUs as Common Stock in Table I. Because the RSUs represent the right to receive one share of common stock, an equivalent cash amount or a combination thereof at the discretion of the Administrator of the Plan (as defined below) the November 2021 Form 4 is being amended hereby to report the RSUs reported in Table I of the November 2021 Form 4 in Table II as Derivative Securities and to correct the reporting person's beneficial ownership of Common Stock by excluding those RSUs.
( 2 )Each RSU is issued under and subject to the terms of the Mawson Infrastructure Group Inc 2021 Equity Incentive Plan ("Plan"), and represents the right to receive, at settlement, one share of common stock, an equivalent cash amount at fair market value, or a combination, at the discretion of the Administrator of the Plan.
( 3 )All RSUs granted under this award vested at the latest on December 31, 2021.

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