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

Rhea-AI Filing Summary

Form 4 snapshot: On 06/30/2025, director John H. C. Pinsent received 8,440 Class A Ordinary Shares of New Horizon Aircraft Ltd. (HOVR) through a transaction coded “A,” indicating a cost-free grant/award rather than an open-market purchase. The filing reports a price of $0.00 per share.

After the grant, Pinsent’s direct holding rises to 56,654 shares. No derivative securities were acquired or disposed of, and there were no other insider participants in this filing.

Because the award is modest relative to likely shares outstanding and was not made with personal capital, market impact should be minimal. Still, the incremental ownership marginally strengthens insider–shareholder alignment.

Positive

• Incremental insider ownership: Director’s holdings rise to 56,654 shares, modestly improving management–shareholder alignment.

Negative

• Immaterial size & no cash outlay: Grant of 8,440 shares at $0 suggests limited commitment and negligible impact on valuation or float.

Insights

Securities Analyst

TL;DR: Small cost-free grant adds 8.4k shares to director’s stake; alignment positive, valuation impact negligible.

The filing records a routine equity award to Director John Pinsent, lifting his direct stake to 56,654 shares. Transaction code “A” and a $0 price confirm it is an employer-granted award, not an open-market purchase—limiting any signaling effect regarding the director’s personal conviction. The share count is immaterial versus typical micro-cap floats, so dilution is de minimis and market-moving potential is low. Overall, the event is governance-neutral with a slight positive tilt from increased insider ownership, but it does not alter the investment thesis for HOVR.

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^*

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)
06/30/2025

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	06/30/2025		M		33,968	A	(1)	1,151,472	D
Common Stock	06/30/2025		F		17,341	D	$4.78	1,134,131	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)	06/30/2025		M			33,968	(2)	(2)	Common Stock	33,968	$0	1,813,446	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. 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, Attorney-in-Fact for Patrick Arthur Kelly	07/02/2025
	** 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.
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FAQ

What did the Form 4 for HOVR disclose?

Director John Pinsent was awarded 8,440 Class A shares on 06/30/2025, boosting his stake to 56,654.

Was the insider transaction an open-market purchase?

No. The filing lists transaction code “A” with a $0 price, indicating a cost-free grant or award.

How many New Horizon Aircraft (HOVR) shares does Pinsent own after the award?

He now directly owns 56,654 Class A Ordinary Shares.

Did the Form 4 report any derivative security activity for HOVR?

No derivative securities were acquired or disposed of in this filing.

What is the potential market impact of this Form 4?

Given the small size and zero-cost nature of the grant, market impact is expected to be minimal.