Colin Yee - Jul 1, 2024 Form 4 Insider Report for Riot Platforms, Inc. (RIOT)

Role
EVP, CFO
Signature
/s/ Alexander K. Travis, Attorney-in-Fact for Colin Yee
Stock symbol
RIOT
Transactions as of
Jul 1, 2024
Transactions value $
$0
Form type
4
Date filed
7/3/2024, 06:30 PM
Previous filing
Feb 26, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RIOT Common Stock Options Exercise $0 +41.1K +25.35% $0.00 203K Jul 1, 2024 Direct F1

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 -41.1K -3% $0.00 1.33M Jul 1, 2024 Common Stock 41.1K $0.00 Direct F2, F3, F4
transaction RIOT Restricted Stock Units Award $0 +251K +18.91% $0.00 1.58M Jul 1, 2024 Common Stock 251K $0.00 Direct F3, F4, F5, F6
transaction RIOT Restricted Stock Units Award $0 +503K +31.81% $0.00 2.08M Jul 1, 2024 Common Stock 503K $0.00 Direct F3, F4, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Issuer's 2019 Equity Incentive Plan, as amended, (the "Plan") vested restricted stock units ("RSUs") convert into shares of the Issuer's common stock, no par value per share, on a one-for-one basis.
F2 On July 13, 2023, pursuant to the equity award agreement between the Issuer and Reporting Person (the "Award Agreement"), the reported service-based RSUs were eligible to vest, if at all, in three three (3) approximately equal tranches as of July 1, 2024, 2025, and 2026, subject to the Reporting Person's continued service with the Issuer through the applicable vesting dates.
F3 Each unvested RSU represents the contingent right to receive one (1) share of Common Stock upon vesting and settlement by the Issuer in accordance with its compensation practices and the Plan. The actual number of shares of Common Stock to be issued to the Reporting Person will depend on the number of RSUs that vest, as well as any net settlement thereof to satisfy any tax obligations due, as permitted by the Committee.
F4 Represents the total number of RSUs held or beneficially owned, directly and indirectly, by the Reporting Person, following the reported transaction.
F5 Represents the maximum number of service-based RSUs granted to the Reporting Person by the Issuer, as of the indicated date, pursuant to the Issuer's Long-Term Incentive Program (the "LTIP") established, as of July 13, 2023, by the Issuer's Compensation and Human Resources Committee of its Board of Directors (the "Committee") established under the Plan, which are subject to vesting and restrictions, as set forth in the Award Agreement.
F6 Pursuant to the Award Agreement, the service-based RSUs reported on this line are eligible to vest in three (3) approximately equal tranches as of July 1, 2025, 2026, and 2027, subject to the Reporting Person's continued service with the Issuer through the applicable vesting dates.
F7 The number of RSUs reported represents the maximum achievable award under the LTIP of up to 200% of the target amount, which is 251,256 shares, during the three-year performance period from January 1, 2024 through December 31, 2026 (the "Performance Period"), granted to the Reporting Person, as authorized by the Committee under the LTIP, pursuant to the Award Agreement with the Issuer. The performance-based RSUs are eligible to vest if at all, based upon certification by the Committee of the Company's achievement, as of the end of the Performance Period, of certain performance objectives, and subject to the Reporting Persons continued service with the Issuer through July 1, 2027. Any unvested portion of the performance-based RSUs shall be automatically forfeited and returned to the Issuer, without consideration therefore.
F8 Pursuant to the Award Agreement, the reported RSUs are eligible to vest as of the end of the Award Term, based on the Issuer's achievement of the performance objectives established for it under the LTIP by the Committee, subject to the Reporting Person's continuous service with the Issuer through vesting.