CIFRW Rule 144 Notice: 24,000 Shares from 12/18/2024 Stock Award to Be Sold

Rhea-AI Filing Summary

Cipher Mining Inc. Form 144 notice indicates an insider intends to sell 24,000 common shares through Fidelity Brokerage Services on NASDAQ approximately on 08/18/2025, with an aggregate market value of $1,391,976 against 393,282,654 shares outstanding. The shares were acquired as a stock award dated 12/18/2024 from Cipher, recorded as compensation (344,800 units acquired on that date). The filer also reported a recent sale on 08/15/2025 of 44,871 shares for $233,279.50. The filing includes the standard representation that the seller is not aware of undisclosed material adverse information.

Positive

• Disclosure compliance: The filer provided required Rule 144 notice details including broker, amount, market value, and acquisition history.
• Source of shares disclosed: The shares to be sold were acquired as a stock award and paid as compensation, which clarifies their origin.

Negative

• Insider selling: An affiliated person plans to sell 24,000 shares and reported a recent sale of 44,871 shares, which may be interpreted negatively by some investors.
• Limited information: The filing contains no operational, financial, or forward-looking metrics about the company beyond sale specifics.

Insights

Securities Analyst

TL;DR: This is a routine Rule 144 disclosure of an insider sale and prior recent sale; no new operational or financial metrics disclosed.

The filing documents a proposed sale of 24,000 common shares via Fidelity with a stated aggregate market value of $1,391,976 and notes those shares were received as a stock award on 12/18/2024. It also reports a separate, completed sale of 44,871 shares on 08/15/2025 for $233,279.50. The disclosure fulfills Rule 144 requirements to notify the market of restricted/affiliated holder sales but contains no earnings, liquidity, or operational details to change valuation assumptions.

Corporate Governance Expert

TL;DR: The notice is a compliance-focused filing documenting insider compensation-derived shares being offered for sale; governance implications are limited.

The document shows shares were awarded as compensation and are now being sold under Rule 144, indicating the holder considers them eligible for public sale. The filing includes the standard seller certification regarding absence of undisclosed material adverse information and records a recent prior sale. There is no indication of a change in control, related-party transaction beyond the award, or other governance actions in this notice.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 245 Summer Street Boston MA 02110	24000	1391976.00	393282654	08/18/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	12/18/2024	stock award	Cipher			344800	12/18/2024	compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Patrick Kelly 1 Vanderbuilt Avenue Floor 54 New York NY 10017	Cipher Mining inc	08/15/2025	44871	233279.50

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Cipher Mining Inc. (CIFRW) Form 144 disclose?

The filing notifies a proposed sale of 24,000 common shares via Fidelity on 08/18/2025 with aggregate market value $1,391,976 and reports a recent sale of 44,871 shares on 08/15/2025 for $233,279.50.

How were the shares acquired that are to be sold?

The shares were acquired as a stock award on 12/18/2024 from Cipher and recorded as compensation (344,800 units acquired on that date).

Through which broker will the CIFRW shares be sold?

The notice lists Fidelity Brokerage Services LLC, 245 Summer Street, Boston, MA as the broker for the proposed sale.

Does the Form 144 indicate undisclosed material information?

By signing the notice, the person represents they do not know any material adverse information about the issuer that has not been publicly disclosed.

How many shares outstanding does Cipher report in this filing?

The filing shows 393,282,654 shares outstanding for the issuer.