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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Tadayon Amer
2. Issuer Name and Ticker or Trading Symbol

CLEANSPARK, INC. [ CLSK ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Revenue Officer
(Last)          (First)          (Middle)

1185 S. 1800 W., SUITE 3
3. Date of Earliest Transaction (MM/DD/YYYY)

5/7/2021
(Street)

WOODS CROSS, UT 84087
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Common Stock 5/7/2021  J(1)  8072 D$4.65 109132 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) As reported in the Form 4 filed by the Reporting Person on February 6, 2020 (the "Prior Form 4"), on January 31, 2020, the Reporting Person acquired a beneficial ownership interest in 64,516 shares of the Issuer's restricted common stock, which shares were held in escrow pending satisfaction of certain future performance milestones, as set forth in that certain Escrow Agreement, as amended, entered into by and between the Issuer and the Reporting Person, in connection with the Issuer's acquisition of p2klabs, Inc. Pursuant to the Escrow Agreement, 8,072 of the 64,516 shares reported in the Prior Form 4 were forfeited by the Reporting Person on May 7, 2021 as a result of certain of the performance milestones set forth in the Escrow Agreement not having been met.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Tadayon Amer
1185 S. 1800 W.
SUITE 3
WOODS CROSS, UT 84087


Chief Revenue Officer

Signatures
/s/ Amer Tadayon5/10/2021
**Signature of Reporting PersonDate

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