[Form 4] Cipher Mining Inc. Warrant Insider Trading Activity

Rhea-AI Filing Summary

Cary M. Grossman, a director of Cipher Mining Inc. (issuer symbol CIFR), reported the sale of common stock on 08/18/2025. The Form 4 shows 75,000 shares were sold in multiple transactions at a weighted average price of $5.89 per share (transactions ranged $5.85–$5.935). After the reported disposals, the reporting person beneficially owns 225,530 shares, held directly. No derivative transactions are reported. The Form 4 was signed by an attorney-in-fact on 08/19/2025.

Positive

• Disclosure includes weighted average price and transaction price range, enhancing transparency
• Reporting person retains 225,530 shares after the sale, indicating ongoing ownership stake
• No derivative positions reported, simplifying the ownership picture

Negative

• Director sold 75,000 shares, which reduces insider holdings
• Sale executed by attorney-in-fact, which may limit direct commentary from the reporting person in the filing

Insights

Financial Analyst

TL;DR: A director executed a modest-sized sale of common stock; post-sale holdings remain meaningful.

The filing documents a direct sale of 75,000 shares at a weighted average price of $5.89, leaving the reporting person with 225,530 directly held shares. The disclosure is clear on transaction pricing and ranges and confirms no derivative activity. As a routine Section 16 disclosure, it increases transparency about insider liquidity but does not by itself indicate company-level operational changes.

Corporate Governance Expert

TL;DR: Form 4 properly discloses an insider sale and retains necessary detail on prices and remaining beneficial ownership.

The report includes the weighted average sales price and a price range, and the filer offers to supply detailed per-trade quantities by request, which meets best-practice disclosure standards. The form was executed via attorney-in-fact and contains no amendment or derivative positions, reflecting a straightforward beneficial ownership change under Section 16.

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
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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^*

GROSSMAN CARY M

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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	08/18/2025		S		75,000	D	$5.89(1)	225,530	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 price reported in Column 4 represents a weighted average sales price of $5.89. These shares were sold in multiple transactions at prices ranging from $5.85 to $5.935, inclusive. The reporting person undertakes to provide to Cipher Mining Inc., any security holder of Cipher Mining Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in footnote 1 of this Form 4.

Remarks:

	/s/ William Iwaschuk, Attorney-in-Fact for Cary M. Grossman	08/19/2025
	** 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 Cary M. Grossman report on Form 4 for Cipher Mining (CIFR/CIFRW)?

The Form 4 reports a sale of 75,000 common shares on 08/18/2025 at a weighted average price of $5.89, leaving 225,530 shares beneficially owned.

What price range were the shares sold at in the Form 4?

The filing states the sales were executed at prices ranging from $5.85 to $5.935, with a weighted average of $5.89.

Does the Form 4 show any derivative transactions for the reporting person?

No. Table II lists no derivative securities; the filing reports only non-derivative common stock transactions.

Who signed the Form 4 and when?

The Form 4 was signed by William Iwaschuk, Attorney-in-Fact for Cary M. Grossman on 08/19/2025.

How many shares does the reporting person own after the sale?

After the reported disposals the reporting person beneficially owns 225,530 shares, held directly.