Jeffrey McGonegal - 27 Sep 2022 Form 4 Insider Report for Riot Blockchain, Inc. (RIOT)

Role: Officer
Signature: /s/ Alexander K. Travis, Attorney-in-Fact for Jeffrey McGonegal
Issuer symbol: RIOT
Transactions as of: 27 Sep 2022
Net transactions value: $0
Form type: 4
Filing time: 29 Sep 2022, 20:58:12 UTC
Previous filing: 14 Sep 2022
Next filing: 13 Jan 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RIOT	Common Stock	Options Exercise	$0	+323,334	+94%	$0.000000	666,597	27 Sep 2022	Direct	F1
transaction	RIOT	Common Stock	Award	$0	+222,883	+33%	$0.000000	889,480	27 Sep 2022	Direct	F2

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	-323,334	-100%	$0.000000^*	0	27 Sep 2022	Common Stock	323,334	$0.000000	Direct	F1, F3

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

Explanation of Responses:

Id	Content
F1	Represents the conversion, as authorized by the Issuer's Compensation and Human Resources Committee (the "Committee"), of all outstanding restricted stock unit awards ("RSUs") granted to the Reporting Person under the Issuer's equity plan into equal awards of restricted shares of the Issuer's Common Stock ("RSAs"). The reported number of shares represents the total maximum target award allocated to the Reporting Person under the performance-incentive plan established by the Committee under the Issuer's equity plan, and are eligible to vest, if at all, based on the Issuer's achievement, during the performance period ending December 31, 2023, of performance objectives established under the performance plan. Pursuant to the applicable RSA award agreement with the Issuer, these shares are subject to forfeiture until vested, and any shares remaining unvested as of the end of the performance period will be automatically forfeited without consideration.
F2	Represents the RSA award granted to the Reporting Person, as compensation for services, pursuant to an RSA award agreement with the Issuer. These shares are eligible to vest, if at all, as of February 23, 2023, subject to the Reporting Person's continued service with the Issuer through vesting.
F3	On September 14, 2022, a Form 4 was filed that, due to an administrative error, incorrectly disclosed the resulting beneficial ownership after the transactions reported in Table II, which should have been zero (0). Accordingly, the transactions reported in Table II of this Form 4 exclude this administrative error, and the Reporting Person's beneficial ownership after the transactions reported in Table II of this Form 4 is correct.

Remarks:

Effective as of September 26, 2022, the Reporting Person has stepped down as the Issuer's Chief Financial Officer, in connection with his planned retirement following the expiration of his current employment term in February 2023.