[SCHEDULE 13D/A] Bitfarms Ltd. SEC Filing

Rhea-AI Filing Summary

Riot Platforms reports beneficial ownership of 39,918,902 common shares of Bitfarms Ltd., representing 7.2% of the company's 557,548,857 outstanding shares used for the percentage calculation. The amendment restates Item 5 to reflect the aggregate share and voting information shown on the cover page, and confirms Riot has sole voting and sole dispositive power over those shares. The filing references Exhibit 99.1 (Schedule A) for details of Common Shares sold since Riot's last Schedule 13D filing and otherwise states no directors or officers effected transactions beyond those described.

Positive

• Clear disclosure of ownership: Riot reports holding 39,918,902 shares, improving transparency about its position in Bitfarms.
• Sole voting and dispositive power: Riot states it has exclusive control over voting and disposition for the disclosed shares.

Negative

• Sales reported but amounts not shown here: The filing refers to Exhibit 99.1 (Schedule A) for shares sold since the last filing, but this amendment does not disclose quantities within its body.
• Stake below majority control: The disclosed 7.2% holding is a minority position and does not indicate controlling ownership.

Insights

Financial Analyst

TL;DR: Riot holds a material minority stake (7.2%) with sole voting and dispositive power; amendment updates ownership disclosure.

The filing confirms Riot Platforms beneficially owns 39,918,902 Bitfarms shares (reported as 7.2% of 557,548,857 outstanding). Riot reports sole voting and dispositive power, and the amendment updates Item 5 to reflect the issuer's outstanding share count. The disclosure also points to Exhibit 99.1 (Schedule A) for sales activity since the prior filing. For investors, the update increases transparency about Riot's position and recent transactions while leaving the scale of any sales to Schedule A.

Corporate Governance Expert

TL;DR: Ownership disclosure is material to governance; sole voting control over a 7.2% stake can affect shareholder dynamics.

Riot's reported sole voting and dispositive power over nearly 40 million shares signals clear control over how that block will be voted. While 7.2% is below control thresholds, it is a meaningful minority stake that can influence proposals or signal intent depending on size and coordination with other holders. The amendment's reference to Schedule A indicates there were sales since the prior filing, which may affect available free float and governance dynamics depending on quantities disclosed in Exhibit 99.1.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 21)

Bitfarms Ltd.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

09173B107

(CUSIP Number)

Riot Platforms, Inc.
3855 Ambrosia Street, Suite 301,
Castle Rock, CO, 80109
303-794-2000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/07/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 09173B107

1

Name of reporting person

Riot Platforms, Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEVADA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 39,918,902.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 39,918,902.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

39,918,902.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.2 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares
(b)	Name of Issuer: Bitfarms Ltd.
(c)	Address of Issuer's Principal Executive Offices: 110 YONGE STREET, SUITE 1601, TORONTO, ONTARIO, CANADA , M5C 1T4.
Item 1 Comment: This Amendment No. 21 to Schedule 13D ("Amendment No. 21") relates to the Schedule 13D filed on May 28, 2024 (as amended by Amendment No. 1, dated May 29, 2024, Amendment No. 2, dated June 4, 2024, Amendment No. 3 dated June 5, 2024, Amendment No. 4 dated June 12, 2024, Amendment No. 5 dated June 13, 2024, Amendment No. 6 dated June 24, 2024, Amendment No. 7 dated July 31, 2024, Amendment No. 8 dated August 5, 2024, Amendment No. 9 dated August 9, 2024, Amendment No. 10 dated August 14, 2024, Amendment No. 11 dated August 21, 2024, Amendment No. 12 dated September 5, 2024, Amendment No. 13 dated September 23, 2024, Amendment No. 14 dated April 9, 2025, Amendment No. 15 dated June 6, 2025, Amendment No. 16 dated June 20, 2025, Amendment No. 17 dated July 1, 2025, Amendment No. 18 dated July 8, 2025, Amendment No. 19 dated July 16, 2025 and Amendment No. 20 dated July 23, 2025, the "Schedule 13D") by Riot Platforms, Inc., a Nevada corporation (the "Reporting Person"), relating to the Common Shares, no par value per share (the "Common Shares"), of Bitfarms Ltd., a corporation incorporated under the Canada Business Corporations Act and continued under the Business Corporations Act (Ontario) (the "Company"), whose principal executive offices are located at 110 Yonge Street, Suite 1601, Toronto, Ontario, M5C 1T4. Except as specifically amended by this Amendment No. 21, the Schedule 13D is unchanged.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) and (b) of the Schedule 13D is hereby amended and restated to read in full as follows: The aggregate number and percentage of the Common Shares that are beneficially owned by the Reporting Person and as to which the Reporting Person has sole voting power, shared voting power, sole dispositive power and shared dispositive power are set forth on the cover page of this Statement, and such information is incorporated herein by reference. The percentage used herein is calculated based on an aggregate of 557,548,857 Common Shares outstanding, based on the information contained in the Company's press release, filed on SEDAR+ on July 22, 2025.
(b)	The information in Item 5(a) of this Amendment No. 21 is incorporated herein by reference.
(c)	Information concerning the Common Shares sold by the Reporting Person since the Reporting Person's last filing on Schedule 13D is set forth in Schedule A hereto and is incorporated herein by reference. Except as described in this Amendment No. 21, none of the Reporting Person nor any director or officer of the Reporting Person has effected any transactions in the Common Shares since the Reporting Person's last filing on Schedule 13D.
(d)	Not applicable.
(e)	Not applicable.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1: Schedule A to Item 5 of this Amendment No. 21

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Riot Platforms, Inc.

Signature:	/s/ Colin Yee
Name/Title:	Colin Yee/Chief Financial Officer
Date:	08/08/2025

FAQ

How many Bitfarms (BITF) shares does Riot Platforms own?

Riot reports beneficial ownership of 39,918,902 common shares of Bitfarms.

What percentage of Bitfarms does Riot Platforms' stake represent?

The filing states the stake represents 7.2% of Bitfarms' outstanding common shares, based on 557,548,857 shares outstanding.

Does Riot Platforms have voting control over its Bitfarms shares?

Yes. Riot reports sole voting power and sole dispositive power for the 39,918,902 shares.

Were any Bitfarms shares sold by Riot since its last Schedule 13D filing?

The amendment states that information on shares sold is set forth in Exhibit 99.1 (Schedule A); the amendment itself does not list sale quantities.

What source of funds did Riot use for its position in Bitfarms?

The filing lists the source of funds as WC (working capital).

Did any Riot directors or officers trade Bitfarms shares since the last filing?

The amendment states that, except as described in this amendment, neither Riot nor any director or officer has effected any transactions in the Common Shares since the last Schedule 13D filing.