Cipher Mining (CIFR) Co-President discloses stock and RSU activity

Rhea-AI Filing Summary

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.

SEC Form 4

FORM 4

UNITED 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

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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^*

Iwaschuk William

(Last) (First) (Middle)

C/O CIPHER MINING INC.

1 VANDERBILT AVENUE, FLOOR 54

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cipher Mining Inc. [ CIFR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-President and CLO

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/15/2025		M		470,219	A	(1)	1,524,707	D
Common Stock	12/15/2025		F		260,032	D	$14.74	1,264,675	D
Common Stock	12/15/2025		M		33,968	A	(1)	1,298,643	D
Common Stock	12/15/2025		F		18,785	D	$14.74	1,279,858	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	12/15/2025		M			470,219	(2)	(2)	Common Stock	470,219	$0	942,592	D
Restricted Stock Units	(1)	12/15/2025		M			33,968	(3)	(3)	Common Stock	33,968	$0	908,624	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.

2. Represents the early vesting and settlement of the second installment of the RSU award granted on March 9, 2024.

3. The RSUs vest in equal quarterly installments over a three-year period, on March 31, June 30, September 30 and December 15 of each year, subject to the Reporting Person's continuous service on the applicable vesting date. The first vesting date occurred on March 31, 2025.

Remarks:

	/s/ William Iwaschuk	12/17/2025
	** Signature of Reporting Person	Date
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).
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FAQ

What insider activity did Cipher Mining Inc. (CIFR) report on December 15, 2025?

On December 15, 2025, a Co-President and Chief Legal Officer of Cipher Mining Inc. reported exercising restricted stock units into common stock and disposing of shares of common stock on the same date.

How many Cipher Mining (CIFR) shares did the insider acquire and dispose of?

The insider acquired 470,219 and 33,968 shares of Cipher Mining common stock through RSU exercises and disposed of 260,032 and 18,785 shares of common stock at a price of $14.74 per share.

What was the insider’s Cipher Mining (CIFR) share ownership after the Form 4 transactions?

Following the reported transactions on December 15, 2025, the insider directly beneficially owned 1,279,858 shares of Cipher Mining Inc. common stock.

What is the role of the reporting person at Cipher Mining Inc. (CIFR)?

The reporting person is an officer of Cipher Mining Inc., serving as Co-President and Chief Legal Officer (CLO).

How are Cipher Mining (CIFR) restricted stock units (RSUs) described in this filing?

Each restricted stock unit (RSU) represents a contingent right to receive one share of Cipher Mining’s common stock. One award’s second installment vested and settled early, and another award vests in equal quarterly installments over three years, subject to continuous service.

Over what schedule do some Cipher Mining (CIFR) RSUs vest for this insider?

Certain RSUs vest in equal quarterly installments over a three-year period, on March 31, June 30, September 30 and December 15 of each year, with the first vesting date on March 31, 2025, subject to the insider’s continuous service.