Welcome to our dedicated page for Cipher Mining SEC filings (Ticker: CIFR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Understanding Cipher Mining's SEC filings requires knowing what drives value in Bitcoin mining operations. Unlike traditional companies, mining profitability depends heavily on Bitcoin prices, network difficulty, energy costs, and hash rate capacity, all of which appear throughout CIFR's regulatory disclosures.
Cipher Mining's 10-K annual reports detail the company's mining capacity in megawatts, operational facilities, and power procurement strategies. Look for disclosures on energy costs per kilowatt-hour, as electricity represents the largest variable expense. The annual report also covers hardware fleet composition, depreciation schedules for mining equipment, and capital expenditure plans for expansion.
Quarterly 10-Q filings provide updates on Bitcoin production, operational hash rate, and revenue recognition as cryptocurrency mining rewards are earned. These reports reveal how Bitcoin price volatility flows through to the income statement and whether the company is accumulating or selling mined Bitcoin.
8-K material event filings from Cipher Mining often announce significant developments: new facility acquisitions, power purchase agreements, debt offerings, equity raises, and AI hosting contracts. Given the rapid pace of industry change, 8-K filings frequently contain the most market-moving information.
Form 4 insider transactions show when executives and directors buy or sell CIFR shares. In volatile sectors like Bitcoin mining, insider trading patterns can signal management confidence in the company's direction.
Our AI summarizes these filings to highlight the metrics that matter most: capacity utilization, energy efficiency, capital structure changes, and operational milestones. Skip the accounting complexity and focus on what drives mining economics.
Cipher Mining Inc. director and chief executive officer Tyler Page reported multiple equity transactions dated December 15, 2025. Restricted stock units were converted into 1,567,398 and 113,225 shares of common stock through transactions coded “M,” reflecting early vesting and settlement of the second installment of an RSU award granted on March 9, 2024 and vesting under another RSU grant. Additional transactions coded “F” show dispositions of 800,157 and 57,802 common shares at $14.74 per share. After these transactions, Page directly beneficially owned 7,802,551 shares of Cipher Mining common stock and 2,806,528 restricted stock units.
Cipher Mining Inc. reported insider stock activity by Co-President and COO Patrick Arthur Kelly. On December 15, 2025, he sold 35,569 shares of common stock at a weighted average price of $15.08, with trades executed between $14.63 and $16.70. These sales were made under a pre-established Rule 10b5-1 trading plan adopted on May 12, 2025.
On the same date, restricted stock units (RSUs) covering 470,219 and 33,968 shares were converted into common stock, and shares totaling 240,047 and 17,341 were withheld at $14.74 per share, typically for tax obligations. After these transactions, Kelly directly beneficially owned over 1.3 million shares of common stock and continued to hold substantial RSU awards that vest over time.
Cipher Mining Inc. insider reports stock and RSU transactions. On December 15, 2025, a Co-President and Chief Legal Officer of Cipher Mining Inc. reported multiple transactions in the company’s common stock. The filing shows the exercise of 470,219 and 33,968 restricted stock units (RSUs), each RSU representing one share of common stock, at an exercise price of $0 per share.
The same day, the insider disposed of 260,032 and 18,785 shares of common stock at a price of $14.74 per share. After these transactions, the insider directly beneficially owned 1,279,858 shares of Cipher Mining common stock. One RSU award is described as the early vesting and settlement of the second installment of an award granted on March 9, 2024, while another RSU grant vests in equal quarterly installments over a three-year period, subject to continuous service.
Cipher Mining Inc., through its subsidiary Cipher Compute LLC, completed a private offering of
The notes pay interest at 7.125% semiannually starting on
Cipher Mining Inc. announced several linked agreements and a new debt offering tied to its Barber Lake high-performance computing data center in Texas. An amended and restated lease with Fluidstack increases the facility’s critical IT load entitlement from 168 MW to 207 MW by adding a 39 MW Phase II, with Phase I targeted for delivery by September 2026 and Phase II by January 2027. Rent starts when each phase begins operations and runs for 10 years from Phase I’s start.
The company and Google amended a recognition agreement and warrant agreement, including raising the warrant “Top-Up Threshold” from $430 million to $435 million on 24,178,576 warrant shares. Separately, subsidiary Cipher Compute LLC plans a private offering of up to $333,000,000 of 7.125% senior secured notes due 2030, to be fungible with an existing $1,400,000,000 notes series and used to help fund Phase II construction.
Cipher Mining Inc. (CIFR) executive Patrick Arthur Kelly, Co‑President and COO, reported an open-market sale of company stock. On 11/17/2025, he sold 26,580 shares of common stock at a weighted average price of $14.20 per share, in transactions executed at prices between $13.60 and $14.88. The filing notes that these sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on May 12, 2025, which is designed to allow insiders to sell shares according to a preset schedule. Following this transaction, Kelly beneficially owns 1,187,339 shares of Cipher Mining common stock in direct ownership.
Cipher Mining Inc. (CIFR) major shareholder Bitfury Top HoldCo B.V. entered into a variable prepaid forward sale contract with an unaffiliated dealer covering up to 5,520,000 shares of common stock. Bitfury Top HoldCo received a cash payment of $94.6 million at inception and pledged 5,520,000 shares as collateral for its delivery obligations.
The contract settles in three tranches of up to 1,840,000 shares each after maturity dates on October 2, 2026, October 30, 2026 and December 7, 2026. Settlement depends on Cipher Mining’s share price relative to a floor price of $21.4439 and a cap price of $37.5268, with different formulas determining how many shares are ultimately delivered. Bitfury Top HoldCo retains economic and voting rights in the pledged shares unless an event of default occurs.
The filing also notes an ownership chain in which Bitfury Group Limited, V3 Holding Limited and individual investor Valerijs Vavilovs may be deemed to share beneficial ownership of the securities held by Bitfury Top HoldCo, while each party disclaims beneficial ownership beyond its economic interest.
Cipher Mining Inc. (CIFR)
Cipher Mining announced that its subsidiary Cipher Compute completed a private offering of $1.4 billion 7.125% senior secured notes due 2030. The notes were sold at par to qualified institutional buyers under Rule 144A and outside the U.S. under Regulation S. Proceeds will finance part of the construction of the Barber Lake Facility, a high‑performance computing data center near Colorado City, Texas.
The notes accrue interest at 7.125%, payable semiannually on May 15 and November 15, starting May 15, 2026, and will amortize semiannually after the facility is completed. Optional redemption is permitted starting November 15, 2027 at the Indenture prices; earlier redemptions require a make‑whole, with up to 40% redeemable from certain equity proceeds. Covenants restrict additional debt, liens, restricted payments, investments, asset sales, and affiliate transactions, among others. A change of control triggers a repurchase offer at 101%, and 50% of Excess Cash Flows may be offered to repurchase notes each May 15 and November 15. The parent will provide a completion guarantee for the project.
Cipher Mining (CIFR) CEO and Director Tyler Page reported insider equity activity on Form 4. On November 9, 2025, 1,419,237 performance stock units were settled into common stock (transaction code M). On November 10, 2025, he disposed of 724,521 shares at $19.65 per share (code F) and made a gift of 238,000 shares (code G) to three recipients. After these transactions, he beneficially owned 6,979,887 common shares directly. The PSUs vest in three tranches tied to market capitalization thresholds, and the second tranche vested on November 9, 2025.
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