CLEANSPARK, INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

CLEANSPARK, INC.

(Name of Registrant as Specified In Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

Notice of Annual Meeting

and Proxy Statement

Notice of Annual Meeting of Stockholders

TO BE HELD ON MARCH 3, 2026

NOTICE IS HEREBY GIVEN that the Annual Meeting of the stockholders (the “Meeting”) of CleanSpark, Inc. (the “Company,” ”CleanSpark,” “we,” or “us”) will be held on March 3, 2026, at 1:00 PM PST / 4:00 PM EST. We have adopted a completely virtual format for the Meeting to provide a convenient experience to all stockholders regardless of location. You may attend, vote, and submit questions during the Meeting via the Internet atwww.proxydocs.com/CLSK. You may also attend the Meeting by proxy and may submit questions ahead of the Meeting through the designated website. For more information about the virtual meeting, please see “Questions and Answers Regarding This Solicitation and Voting at the Meeting” beginning on page 69 of the accompanying proxy statement (the “Proxy Statement”).

The purpose of the Annual Meeting is as follows:

We also will transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.

The close of business on January 9, 2026, has been fixed as the record date for determining stockholders entitled to notice of, and to vote at, the Meeting or any adjournment or postponement thereof. A complete list of stockholders entitled to vote at the meeting will be available for any stockholder’s examination during ordinary business hours at our principal executive offices located at 10624 S. Eastern Ave., Suite A-638, Henderson, Nevada 89052, beginning two business days after the date of this notice and continuing through the Meeting.

Your vote is important no matter how large or small your holdings in the Company may be. Even if you expect to attend the Meeting virtually, please vote as soon as possible by one of the following methods:

Voting in advance will not limit your right to virtually attend or to vote at the Meeting. For more information about voting, please see “Questions and Answers Regarding This Solicitation and Voting at the Meeting” beginning on page 69 of the accompanying Proxy Statement.

The Notice of Internet Availability of Proxy Materials contains instructions on how to access the Proxy Statement and our 2025 Annual Report on Form 10-K for the fiscal year ended September 30, 2025 (the “Annual Report”), both of which will be available online atwww.proxydocs.com/CLSKon or about January 22, 2026. These documents also will be available on our website atinvestors.cleanspark.com/financials/sec-filings/.

By Order of the Board of Directors

Leighton R. Koehler

Corporate Secretary

Henderson, Nevada

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MARCH 3, 2026

The Notice Regarding the Availability of Proxy Materials and the Notice of Annual Meeting and Proxy Statement are first being distributed or made available, as the case may be, on or about January 22, 2026.

The Notice of Annual Meeting, the Proxy Statement, and the Annual Report are available on our website atinvestors.cleanspark.com/financials/sec-filings/. You also may access our proxy materials atwww.proxydocs.com/CLSK.

IMPORTANT

You are cordially invited to attend the Meeting virtually. Whether or not you expect to attend the Meeting, please complete, date, sign, and return the proxy card as promptly as possible in order to ensure your representation at the Meeting. Please review the instructions on your voting options described in the enclosed proxy statement as well as in the Notice of Internet Availability of Proxy Materials you received in the mail. Even if you have voted by proxy, you may still vote virtually if you attend the Meeting. Please note, however, that if your shares are held of record by a broker, bank, or other nominee and you wish to vote at the Meeting, you must obtain a proxy card issued in your name from that intermediary. The presence, virtually or by proxy, of the holders of at least one-third (1/3) of the collective voting power of the Company’s outstanding shares of capital stock as of the record date will constitute a quorum for the transaction of business at the Meeting and any adjournment or postponement thereof.