Sec Form 4 Filing - MAJITHIA HETAL @ Mawson Infrastructure Group Inc. - 2022-06-21

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
MAJITHIA HETAL
2. Issuer Name and Ticker or Trading Symbol
Mawson Infrastructure Group Inc. [ MIGI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O MAWSON INFRASTRUCTURE GROUP, INC., LEVEL 5, 97 PACIFIC HIGHWAY
3. Date of Earliest Transaction (MM/DD/YY)
06/21/2022
(Street)
NORTH SYDNEY, NSW, C32060
4. If Amendment, Date Original Filed (MM/DD/YY)
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 ) 06/21/2022 A 15,725 ( 2 ) 06/20/2032 Common stock 15,725 $ 0 15,725 D
Restricted Stock Units ( 1 ) 06/21/2022 A 26,209 ( 3 ) 06/20/2032 Common stock 26,209 $ 0 26,209 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MAJITHIA HETAL
C/O MAWSON INFRASTRUCTURE GROUP, INC.
LEVEL 5, 97 PACIFIC HIGHWAY
NORTH SYDNEY, NSW, C32060
Chief Financial Officer
Signatures
/s/ Hetal Majithia 06/21/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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.
( 2 )The RSUs granted under this award vest in 25% instalments at the end of each quarter of 2022, subject only to continued employment up to and including each vesting date. Once vested, the RSUs are exercisable until expiration.
( 3 )The RSUs granted under this award vest on December 31, 2024, subject to the reporting person achieving specific individual performance hurdles, the Issuer achieving certain performance goals, and continued employment up to and including the vesting date. Once vested, these RSUs are exercisable until expiration.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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