Jeffrey Mcgonegal - May 17, 2022 Form 4 Insider Report for Riot Blockchain, Inc. (RIOT)

Role: Chief Financial Officer
Signature: /s/ Jeffrey G. McGonegal
Stock symbol: RIOT
Transactions as of: May 17, 2022
Transactions value $: -$254,881
Form type: 4
Date filed: 5/19/2022, 05:31 PM
Previous filing: Apr 15, 2022
Next filing: Jul 18, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RIOT	Common Stock	Options Exercise	$0	+10K	+3.43%	$0.00	302K	May 17, 2022	Direct	F1, F2
transaction	RIOT	Common Stock	Tax liability	-$32.7K	-4.1K	-1.36%	$7.97	297K	May 17, 2022	Direct	F2, F3
transaction	RIOT	Common Stock	Options Exercise	$0	+68K	+22.86%	$0.00	365K	May 17, 2022	Direct	F1, F2
transaction	RIOT	Common Stock	Tax liability	-$222K	-27.9K	-7.63%	$7.97	338K	May 17, 2022	Direct	F2, F4

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	Options Exercise	$0	-10K	-100%	$0.00^*	0	May 17, 2022	Common Stock	10K	$0.00	Direct	F1, F2, F5
transaction	RIOT	Resctricted Stock Units	Options Exercise	$0	-68K	-100%	$0.00^*	0	May 17, 2022	Common Stock	68K	$0.00	Direct	F1, F2, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to the Riot Blockchain, Inc. 2019 Equity Incentive Plan, as amended, (the "Plan") each time-based restricted stock unit ("RSU") and performance-based restrictive stock unit ("PSU") 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.
F2	Represents the total direct and indirect beneficial ownership of the indicated security held by the Reporting Person immediately following the reported transaction.
F3	Represents net settlement for taxes due in connection with the conversion of 10,000 vested RSUs into shares of the Issuer's Common Stock upon settlement by the Issuer, as permitted by the Plan and approved by the Committee.
F4	Represents net settlement for taxes due in connection with the conversion of 68,000 vested PSUs into shares of the Issuer's Common Stock upon settlement by the Issuer, as permitted by the Plan and approved by the Committee.
F5	The conversion of 10,000 RSUs reported in Table II represents the settling of the vested portion of the 20,000 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 vested in four equal quarterly installments following the grant date.
F6	The conversion of 68,000 PSUs reported in Table II represents the settling by the Issuer of the vested portion of the PSUs granted to the reporting person on August 12, 2021 pursuant to the Award Agreement.