SEC FORM 4/A

SEC FORM 4/A SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MEWAWALLA RAHUL

(Last)

(First)

(Middle)

C/O MAWSON INFRASTRUCTURE GROUP INC.

950 RAILROAD AVENUE

(Street)

MIDLAND

15059

(City)

(State)

(Zip)

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
X	Officer (give title below)	Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)
11/24/2023

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	11/21/2023⁽³⁾		J			$0⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	⁽¹⁾	$0⁽¹⁾	0⁽¹⁾	D
Restricted Stock Units	⁽¹⁾	11/22/2023⁽³⁾		J			$0⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	⁽¹⁾	$0⁽¹⁾	0⁽¹⁾	D
Stock Option	⁽²⁾	06/29/2023⁽³⁾		J			$0⁽²⁾	⁽²⁾	⁽²⁾	Common Stock	⁽²⁾	$0⁽²⁾	0⁽²⁾	D

Explanation of Responses:

1. This Form 4 is being filed to amend the prior Form 4 filed by the Reporting Person on November 24, 2023 which set forth certain grants of restricted units on November 21, 2023 and November 22, 2023 to the Reporting Person. Such restricted stock grants as awarded on November 21, 2023 and November 22, 2023 was made in error as there were not sufficient shares under the Issuer's 2021 Equity Incentive Plan for such restricted units grants at that time and accordingly the reported grants of such restricted stock awarded on November 21, 2023 and November 22, 2023 units was rescinded.

2. This Form 4 is being filed to amend the prior Form 4 filed by the Reporting Person on July 3, 2023 which set forth a grant of certain stock options on June 29, 2023 to the Reporting Person. Such stock options as granted on June 29, 2023 have been cancelled and accordingly the reported grant of such stock options as granted on June 29, 2023 was cancelled.

3. Original transaction date(s) and now amended with this filing.

	/s/ Rahul Mewawalla	03/06/2024
	** Signature of Reporting Person	Date
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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SEC Form 4 filed by Mewawalla Rahul (Amendment)