CIFR Form 4: Co-President sells 26,581 shares; holds 1,213,919

Rhea-AI Filing Summary

Cipher Mining (CIFR) officer Patrick Arthur Kelly reported an open‑market sale of 26,581 shares of common stock on 10/15/2025 at a $21.08 weighted average price, coded “S”. The transactions were made under a Rule 10b5‑1 trading plan adopted on May 12, 2025.

Following the sale, Kelly beneficially owns 1,213,919 shares directly. The sale was executed in multiple trades within a price range of $19.95 to $21.99.

Insights

Governance & Insider Trading Analyst

Routine Form 4 sale under a 10b5‑1 plan; neutral signal.

The filing records a sale of 26,581 shares on 10/15/2025 at a weighted average of $21.08, executed under a pre‑set Rule 10b5‑1 plan adopted on May 12, 2025. Such plans automate trades to reduce discretion.

Post‑transaction holdings are 1,213,919 shares held directly, indicating continued exposure. Prices spanned $19.95 to $21.99, reflecting multiple executions. Actual impact depends on broader ownership context; this disclosure alone is administrative.

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

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).

X

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 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 COO

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2025

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	10/15/2025		S		26,581(1)	D	$21.08(2)	1,213,919	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

Explanation of Responses:

1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2025.

2. The sales were executed in multiple trades at prices ranging from $19.95 to $21.99. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

Remarks:

	/s/ William Iwaschuk, Attorney-in-Fact for Patrick Arthur Kelly	10/17/2025
	** 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).
** 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.

FAQ

What did Cipher Mining (CIFR) report on Form 4?

A sale of 26,581 shares of common stock on 10/15/2025 at a $21.08 weighted average price.

Who executed the transaction for CIFR?

Patrick Arthur Kelly, Co‑President and COO, reported the transactions.

Was the CIFR insider sale under a 10b5-1 plan?

Yes. The trades were made pursuant to a Rule 10b5‑1 plan adopted on May 12, 2025.

How many CIFR shares does the insider own after the sale?

He beneficially owns 1,213,919 shares directly after the reported transactions.

What price range did the CIFR trades occur within?

Multiple trades executed between $19.95 and $21.99; weighted average was $21.08.

What transaction code was used on the Form 4?

Code S, indicating an open‑market or private sale of non‑derivative securities.