Jason Les - Dec 3, 2021 Form 4 Insider Report for Riot Blockchain, Inc. (RIOT)

Signature
/s/ Jason Les
Stock symbol
RIOT
Transactions as of
Dec 3, 2021
Transactions value $
-$895,000
Form type
4
Date filed
12/7/2021, 08:13 PM
Previous filing
Aug 16, 2021
Next filing
Jan 18, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RIOT Common Stock Gift $0 -3K -1.26% $0.00 235K Dec 6, 2021 See footnote F1, F2, F3
transaction RIOT Common Stock Options Exercise $0 +50K +21.3% $0.00 285K Dec 7, 2021 See footnote F2, F3, F4
transaction RIOT Common Stock Tax liability -$716K -25K -8.78% $28.64 260K Dec 7, 2021 See footnote F2, F3, F5
transaction RIOT Common Stock Options Exercise $0 +12.5K +4.81% $0.00 272K Dec 7, 2021 See footntoe F2, F3, F4
transaction RIOT Common Stock Tax liability -$179K -6.25K -2.3% $28.64 266K Dec 7, 2021 See footnote F2, F3, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RIOT Restricted Stock Units Award $0 +8.33K +2.39% $0.00 357K Dec 3, 2021 Common Stock 8.33K $0.00 Direct F2, F4, F6
transaction RIOT Restricted Stock Units Options Exercise $0 -50K -13.99% $0.00 307K Dec 7, 2021 Common Stock 50K $0.00 Direct F2, F4, F7
transaction RIOT Restricted Stock Units Options Exercise $0 -12.5K -4.07% $0.00 295K Dec 7, 2021 Common Stock 12.5K $0.00 Direct F2, F4, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported disposition represents a bona fide gift made by the Reporting Person to a charitable organization.
F2 Represents the total direct and indirect ownership of the indicated security held by the Reporting Person immediately following the reported transaction.
F3 Shares held of record in trust by Jason M. Les, Trustee of The Jason M. Les Trust, dated March 8, 2021.
F4 Pursuant to the Riot Blockchain, Inc. 2019 Equity Incentive Plan, as amended, (the "Plan") each time-based restricted stock unit ("RSU") and performance-based restricted stock unit ("PSUs") represents a contingent right to receive one share of the Issuer's common stock, no par value per share, ("Common Stock") subject to any net settlement permitted under the Plan and approved by the Issuer's Compensation and Human Resources Committee (the "Committee"), following vesting and settlement by the Issuer.
F5 Represents net settlement in connection with the conversion of 50,000 vested PSUs and 12,500 vested RSUs, as permitted under the Plan and approved by the Committee.
F6 On December 3, 2021, the Committee determined that, as of the end of the third fiscal quarter of 2021, the performance criteria for 8,333 PSUs had been achieved and, therefore, 8,333 PSUs became vested and eligible to be settled by the Issuer in accordance with the Plan. The PSUs were issued to the Reporting Person under the Plan pursuant to the Performance Restricted Stock Unit Award Agreement, dated as of August 12, 2021, between the Issuer and the Reporting Person (the "Award Agreement"), as approved by the Committee.
F7 The conversion of 50,000 PSUs reported in Table II represents the settling by the Issuer of the vested portion of the PSUs granted to the Reporting Person pursuant to the Award Agreement, which vested upon the Committee's determination that performance criteria corresponding to 50,000 of the PSUs granted to the Reporting Person had been achieved.
F8 The conversion of 12,500 RSUs reported in Table II represents the settling of the vested portion of the 25,000 RSUs awarded to the Reporting Person by the Issuer on February 8, 2021, pursuant to the terms of the executive employment agreement between the Issuer and the Reporting Person, dated effective as of the grant date, which are eligible to vest in four equal quarterly installments following the grant date.