V3 Holding Ltd - 02 Jun 2026 Form 4 Insider Report for Cipher Digital Inc. (CIFR)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
04 Jun 2026, 17:16:35 UTC
Prior SEC filing
18 May 2026
Next SEC filing
08 Jun 2026
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Stijn Ehren, Managing Director of Bitfury Top HoldCo B.V., By: /s/ Stijn Ehren

Key filing fact

V3 Holding Ltd filed Form 4 for Cipher Digital Inc. (CIFR) on 04 Jun 2026.

Key facts

  • This page summarizes V3 Holding Ltd's Form 4 filing for Cipher Digital Inc. (CIFR).
  • 4 reported transactions and 5 derivative rows are listed below.
  • Accepted by SEC: 04 Jun 2026, 17:16.

Change

  • Previous filing in this sequence was filed on 18 May 2026.
  • Current net transaction value: -$47,912,485.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (5)

CIK 0001887845 Primary reporting owner

V3 Holding Ltd

Relationship
10%+ Owner
Address
4TH FL HARBOUR PL 103 S CHURCH ST, 10240, GRAND CAYMAN, CAYMAN ISLANDS
Signature
Stijn Ehren, Managing Director of Bitfury Top HoldCo B.V., By: /s/ Stijn Ehren
Signature date
04 Jun 2026
CIK 0001884407

Bitfury Top HoldCo B.V.

Relationship
10%+ Owner
Address
CONCERTGEBOUWPLEIN 15-H, AMSTERDAM, NETHERLANDS
Signature
Stijn Ehren, Managing Director of Bitfury Holding B.V., By: /s/ Stijn Ehren
Signature date
04 Jun 2026
CIK 0001887853

Bitfury Holding B.V.

Relationship
10%+ Owner
Address
CONCERTGEBOUWPLEIN 15-H, AMSTERDAM, NETHERLANDS
Signature
Valerijs Vavilovs, Director of Bitfury Group Limited, By: /s/ Valerijs Vavilovs
Signature date
04 Jun 2026
CIK 0001887811

Vavilovs Valerijs

Relationship
10%+ Owner
Address
2102 CHEDDAR CHEESE TOWER, PO BOX 712650, DUBAI, UNITED ARAB EMIRATES
Signature
Valerijs Vavilovs, Director of V3 Holding Limited, By: /s/ Valerijs Vavilovs
Signature date
04 Jun 2026
CIK 0001887872

Bitfury Group Ltd

Relationship
10%+ Owner
Address
FIELDFISHER RIVERBANK HOUSE, 2 SWAN LANE, LONDON, UNITED KINGDOM
Signature
Valerijs Vavilovs, By: /s/ Valerijs Vavilovs
Signature date
04 Jun 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CIFR transaction

Common Stock

Sale

Transaction value
$30,128,575
Shares
-1,146,445
Change %
-1.9%
Price
$26.28
Shares after
60,170,249
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F1, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$30,128,575
Shares
-1,146,445
Change %
-1.9%
Price
$26.28
Shares after
60,170,249
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F1, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$30,128,575
Shares
-1,146,445
Change %
-1.9%
Price
$26.28
Shares after
60,170,249
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F1, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$30,128,575
Shares
-1,146,445
Change %
-1.9%
Price
$26.28
Shares after
60,170,249
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F1, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$30,128,575
Shares
-1,146,445
Change %
-1.9%
Price
$26.28
Shares after
60,170,249
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F1, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$16,973,507
Shares
-624,715
Change %
-1%
Price
$27.17
Shares after
59,545,534
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F2, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$16,973,507
Shares
-624,715
Change %
-1%
Price
$27.17
Shares after
59,545,534
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F2, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$16,973,507
Shares
-624,715
Change %
-1%
Price
$27.17
Shares after
59,545,534
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F2, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$16,973,507
Shares
-624,715
Change %
-1%
Price
$27.17
Shares after
59,545,534
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F2, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$16,973,507
Shares
-624,715
Change %
-1%
Price
$27.17
Shares after
59,545,534
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F2, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$810,404
Shares
-28,840
Change %
-0.05%
Price
$28.10
Shares after
59,516,694
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F3, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$810,404
Shares
-28,840
Change %
-0.05%
Price
$28.10
Shares after
59,516,694
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F3, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$810,404
Shares
-28,840
Change %
-0.05%
Price
$28.10
Shares after
59,516,694
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F3, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$810,404
Shares
-28,840
Change %
-0.05%
Price
$28.10
Shares after
59,516,694
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F3, F4, F5
CIFR transaction

Common Stock

Sale

Transaction value
$810,404
Shares
-28,840
Change %
-0.05%
Price
$28.10
Shares after
59,516,694
Date
03 Jun 2026
Ownership
See Footnote
Footnotes
F3, F4, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CIFR transaction Derivative

Forward sale contract (obligation to sell)

Other

Transaction value
Shares
+2,000,000
Change %
Price
Shares after
2,000,000
Date
02 Jun 2026
Ownership
See Footnote
Underlying class
Common Stock
Underlying amount
2,000,000
Exercise price
Footnotes
F4, F5, F6, F7, F8
CIFR transaction Derivative

Forward sale contract (obligation to sell)

Other

Transaction value
Shares
+2,000,000
Change %
Price
Shares after
2,000,000
Date
02 Jun 2026
Ownership
See Footnote
Underlying class
Common Stock
Underlying amount
2,000,000
Exercise price
Footnotes
F4, F5, F6, F7, F8
CIFR transaction Derivative

Forward sale contract (obligation to sell)

Other

Transaction value
Shares
+2,000,000
Change %
Price
Shares after
2,000,000
Date
02 Jun 2026
Ownership
See Footnote
Underlying class
Common Stock
Underlying amount
2,000,000
Exercise price
Footnotes
F4, F5, F6, F7, F8
CIFR transaction Derivative

Forward sale contract (obligation to sell)

Other

Transaction value
Shares
+2,000,000
Change %
Price
Shares after
2,000,000
Date
02 Jun 2026
Ownership
See Footnote
Underlying class
Common Stock
Underlying amount
2,000,000
Exercise price
Footnotes
F4, F5, F6, F7, F8
CIFR transaction Derivative

Forward sale contract (obligation to sell)

Other

Transaction value
Shares
+2,000,000
Change %
Price
Shares after
2,000,000
Date
02 Jun 2026
Ownership
See Footnote
Underlying class
Common Stock
Underlying amount
2,000,000
Exercise price
Footnotes
F4, F5, F6, F7, F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

The price reported in Column 4 represents a weighted average sales price of $26.2779. These shares were sold in multiple transactions at prices ranging from $25.8199 to $26.8196, inclusive. The reporting persons undertake to provide to Cipher Digital Inc., any security holder of Cipher Digital Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnotes 1 through 3 of this Form 4.

Footnote F2

The price reported in Column 4 represents a weighted average sales price of $27.1708. These shares were sold in multiple transactions at prices ranging from $26.82 to $27.816, inclusive.

Footnote F3

The price reported in Column 4 represents a weighted average sales price of $28.09. These shares were sold in multiple transactions at prices ranging from $27.8226 to $28.2501, inclusive.

Footnote F4

Bitfury Holding B.V. is the record holder of 4,821,560 shares of Common Stock. Bitfury Top HoldCo B.V. ("Bitfury Top HoldCo") is the record holder of 23,821,822 shares of Common Stock and is the sole owner of Bitfury Holding B.V. As a result, Bitfury Top HoldCo may be deemed to share beneficial ownership of the shares of Common Stock held by Bitfury Holding B.V. V3 Holding Limited ("V3") is the direct holder of 30,873,312 shares of Common Stock. Valerijs Vavilovs is the sole owner of V3, which is the majority owner of Bitfury Group Limited ("BGL"). BGL is the sole owner of Bitfury Top HoldCo. [Continued]

Footnote F5

[Cont.] As a result of the foregoing relationships, each of Mr. Vavilovs, V3 and BGL may be deemed to share beneficial ownership of the Common Stock beneficially owned by Bitfury Top HoldCo, and Mr. Vavilovs may be deemed to have beneficial ownership of the Common Stock owned by V3. Each of Mr. Vavilovs, V3, Bitfury Top HoldCo, BGL and Bitfury Holding B.V. disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein.

Footnote F6

On June 2, 2026, Bitfury Top HoldCo entered into a variable prepaid forward sale contract (the "Bitfury Forward Contract") with an unaffiliated third-party dealer (the "Dealer") covering a maximum of 2,000,000 shares of Common Stock. The Bitfury Forward Contract obligates Bitfury Top HoldCo to deliver to the Dealer up to 500,000 shares of Common Stock in each of four tranches within one business day after each of the four maturity dates of the Bitfury Forward Contract (May 14, 2027, May 21, 2027, May 28, 2027 and June 4, 2027)), for an aggregate amount of up to 2,000,000 shares. In exchange for assuming this obligation, Bitfury Top HoldCo received a cash payment of $41.9 million in connection with the entry into the Bitfury Forward Contract. The reporting person pledged 2,000,000 shares of Common Stock (the "Pledged Shares") to secure its obligations under the Bitfury Forward Contract. [Continued]

Footnote F7

[Cont.] The number of shares of Common Stock to be delivered to the Dealer on each of the four maturity dates is to be determined as follows: (a) if the daily volume-weighted average price of Common Stock during the trading day immediately preceding the maturity date (the "Settlement Price") is less than or equal to $24.8655 (the "Floor Price"), the reporting person will deliver to the Dealer 500,000 shares; (b) if the Settlement Price is between the Floor Price and $37.2982 (the "Cap Price"), the reporting person will deliver to the Dealer a number of shares of Common Stock having a value (based on the then market price) equal to $12.4 million; and (c) if the Settlement Price is greater than the Cap Price, the reporting person will deliver to the Dealer a number of shares of Common Stock equal to 500,000 shares minus a number of shares of Common Stock having a value (based on the then market price) equal to $6.2 million. [Continued]

Footnote F8

[Cont.] Bitfury Top HoldCo will retain economic and voting rights in the Pledged Shares during the term of the pledge (so long as no event of default or similar event occurs under the Forward Contract or the related pledge agreement).

SEC remarks

The Form 4 filed by the Reporting Persons on May 18, 2026 (the "Prior Form 4") is amended as follows: The reference to "$21.8 million" in clause (b) of footnote 6 of the Prior Form is hereby changed to "$16.1 million" and the reference to "$10.9 million" in clause (c) of footnote 6 of the prior Form 4 is hereby changed to "$8.1 million."

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