Core Scientific, Inc./tx

11. STOCK-BASED COMPENSATION

Incentive Plan

The Company adopted an equity-based management incentive plan on April 26, 2024 (the “Incentive Plan”), which was

amended and restated on May 12, 2025 to increase the number of shares authorized for issuance from 40,000,000 to 48,000,000.

Under the Incentive Plan, certain executives have been granted market condition restricted stock units (“MSUs”) which are subject to

the achievement of market-based share price goals and the executives’ continued service until the relevant vesting date. The number of

shares which vest as of the end of each measurement period on each vesting date are conditioned on the highest 20-day volume

weighted average price of the Company's share price achieved during the tranche’s measurement vesting period since grant. The MSU

vesting schedule is proportionate over athree-year service period where such proportions are identified as tranches with separate

service conditions and measurement periods for the market conditions. If certain market-based share price goals are not met during

certain tranche measurement periods, the ability to satisfy such goals apply in subsequent measurement periods and permit vesting if

such market conditions are then met (and the service conditions are then satisfied). The following table presents additional information

relating to each MSU award:

Performance Share Units

In April 2025, the Company granted PSUs to certain executive officers under the Incentive Plan. The PSUs are eligible to vest

inthree equal installments on April 15, 2026, March 15, 2027, and March 15, 2028, subject to satisfaction of the service condition and

the achievement ofthree separate market or performance conditions during the respective performance measurement period (for a total

ofnine tranches). The performance measurement period is generally the calendar year preceding each vesting date. The number of

shares earned at each vesting date range from 0% to 300% of target based on measures of satisfaction of the market or performance

condition for each tranche. Market conditions include RTSR metric, which is a measure of the performance of the Company’s own

stock relative to the Russell 2000. Performance conditions include aggregate energized MW growth and colocation customer

acquisition targets.

Restricted Stock Units— RSUs granted in 2026 and 2025 generally vest over a 3-year service period.

Market Condition Restricted Stock Units — See “Incentive Plan” above for the vesting conditions of the MSUs.

A summary of RSU, MSU and PSU activity for thethree months ended March 31, 2026, is as follows(amounts in thousands,

except per share amounts):

As of March 31, 2026, unrecognized compensation cost and the related weighted-average period over which the cost is

expected to be recognized for each award type were as follows (in thousands):

Stock-based compensation expense for thethree months ended March 31, 2026 and 2025, is included in the Company’s

condensed consolidated statements of operations as follows (in thousands):

1 Represents the amounts of stock-based compensation capitalized to property, plant, and equipment.