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Cipher Digital (CIFR) Co-President makes 21,700-share charitable gift

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cipher Digital Inc. Co-President and COO Kelly Patrick Arthur made a bona fide charitable gift of 21,700 shares of Common Stock. The shares were donated to a donor advised fund and not sold in the market. After the transfer, Arthur directly holds 1,419,808 shares of Cipher Digital Common Stock, so the filing mainly updates his reported ownership while reflecting a philanthropic transaction rather than an open-market trade.

Positive

  • None.

Negative

  • None.
Insider Kelly Patrick Arthur
Role Co-President and COO
Type Security Shares Price Value
Gift Common Stock 21,700 $0.00 --
Holdings After Transaction: Common Stock — 1,419,808 shares (Direct)
Footnotes (1)
  1. [object Object]
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Kelly Patrick Arthur

(Last)(First)(Middle)
C/O CIPHER DIGITAL INC.
1 VANDERBILT AVENUE, FLOOR 54

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Cipher Digital Inc. [ CIFR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Co-President and COO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock03/23/2026G(1)21,700D$01,419,808D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The transaction reported shows the Reporting Person's charitable gift of shares of the Issuer's Common Stock to a donor advised fund.
Remarks:
/s/ William Iwaschuk, Attorney-in-Fact for Patrick Arthur Kelly03/25/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Cipher Digital (CIFR) report for Kelly Patrick Arthur?

Cipher Digital reported that Co-President and COO Kelly Patrick Arthur made a bona fide charitable gift of 21,700 shares of Common Stock. The shares were donated to a donor advised fund, so this was not an open-market sale or purchase.

How many Cipher Digital (CIFR) shares did the executive gift, and to whom?

Kelly Patrick Arthur gifted 21,700 shares of Cipher Digital Common Stock as a bona fide charitable donation. According to the disclosure, the shares were transferred to a donor advised fund, indicating a philanthropic, non-cash transaction rather than a market trade.

How many Cipher Digital (CIFR) shares does Kelly Patrick Arthur own after the gift?

After completing the charitable gift, Kelly Patrick Arthur directly holds 1,419,808 shares of Cipher Digital Common Stock. This figure represents his post-transaction direct ownership as shown in the Form 4, reflecting only a modest reduction in his reported holdings.

Was the Cipher Digital (CIFR) insider transaction an open-market sale or purchase?

No, the transaction was not an open-market sale or purchase. It is classified as a bona fide gift under transaction code G, with 21,700 shares of Common Stock donated to a donor advised fund rather than traded for cash in the market.

What does a bona fide gift transaction mean for Cipher Digital (CIFR) shareholders?

A bona fide gift indicates shares were transferred without payment, in this case to a donor advised fund. It updates insider ownership records but does not involve open-market buying or selling, so it typically has limited direct impact on trading dynamics.
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