Riot Platforms (RIOT) COO has 153,162 shares withheld to cover taxes

Rhea-AI Filing Summary

Riot Platforms, Inc. COO Howell Stephen Mitchell Jr. reported a Form 4 transaction in which 153,162 shares of Common Stock were withheld by the company on 2026-07-31 at $20.17 per share to satisfy tax withholding obligations tied to vesting of performance-based restricted stock. This was a tax-withholding disposition rather than an open-market sale, and he continues to hold 1,855,606 Riot Common Stock shares directly after the transaction.

Insider Trade Summary

Net Seller: 153,162 shares

Net Sell 1 txn

Insider Howell Stephen Mitchell Jr.

Role COO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	153,162	$20.17	$3.09M

Holdings After Transaction: Common Stock — 1,855,606 shares (Direct)

Footnotes (1)

1. F1. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of performance-based restricted stock previously granted to the Reporting Person under the Issuer's Long-Term Incentive Program. The vesting of such shares was subject to the Issuer's achievement of certain performance objectives.

Key Figures

Shares withheld for taxes: 153162.0000 shares Reference price per share: $20.1700 Shares held after transaction: 1855606.0000 shares

3 metrics

Shares withheld for taxes 153162.0000 shares Common Stock withheld on 2026-07-31 to satisfy tax withholding obligations

Reference price per share $20.1700 Price per share used for the tax-withholding disposition on 2026-07-31

Shares held after transaction 1855606.0000 shares Direct Common Stock holdings of the COO following the tax-withholding transaction

Key Terms

performance-based restricted stock, Long-Term Incentive Program, tax withholding obligations

3 terms

performance-based restricted stock financial

"The vesting of such shares was subject to the Issuer's achievement of certain performance objectives."

Shares granted to employees or executives that are held back and only become actual, tradable stock if the company meets predefined performance targets; until those goals are met the shares cannot be sold. Think of it like a bonus held in escrow that’s released only when specific results are achieved — investors watch these awards because they tie management pay to company outcomes, can dilute existing shareholders when released, and signal how confident or incentivized insiders are to meet growth or profitability goals.

Long-Term Incentive Program financial

"previously granted to the Reporting Person under the Issuer's Long-Term Incentive Program."

A long-term incentive program is a company plan that pays executives or employees rewards—often stock, options, or cash—only if the business hits performance goals over several years. It matters to investors because these payouts align managers’ interests with shareholders, encouraging decisions that boost sustained growth and share value rather than short-term gains; think of it as a multi-year bonus tied to measurable company outcomes.

tax withholding obligations financial

"shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/04/2026 - 08:00 PM Accepted by SEC EDGAR 08/04/2026 - 08:00 PM Learn about SEC filing dates

FAQ

What insider transaction did RIOT COO Howell Stephen Mitchell Jr. report?

He reported a tax-withholding disposition of 153,162 Riot Platforms common shares on 2026-07-31. The shares were withheld by the company at $20.17 per share to cover tax obligations from vesting performance-based restricted stock.

Were the RIOT shares reported by the COO sold in the open market?

No. The 153,162 shares were withheld by the issuer to satisfy tax withholding obligations. The Form 4 describes this as payment of tax liability by delivering or withholding securities, not as an open-market purchase or sale.

How many RIOT shares does the COO hold after this Form 4 transaction?

After the tax-withholding disposition, Howell Stephen Mitchell Jr. directly holds 1,855,606 shares of Riot Platforms Common Stock. This figure reflects his reported direct ownership immediately following the 153,162-share withholding for tax obligations.

What award triggered the tax withholding reported in RIOT's Form 4?

The withholding relates to vesting of performance-based restricted stock previously granted under Riot’s Long-Term Incentive Program. Vesting of these shares depended on the company achieving specified performance objectives, which in turn created tax obligations for the COO.

Was the RIOT COO’s Form 4 transaction made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked, so the transaction is not reported as executed under a prearranged trading plan. It reflects shares withheld to satisfy tax liabilities from restricted stock vesting.

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).

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^*

Howell Stephen Mitchell Jr.

(Last) (First) (Middle)

C/O RIOT PLATFORMS, INC.

85 RIO GRANDE DRIVE, SUITE 200

(Street)

CASTLE ROCK COLORADO 80104

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Riot Platforms, Inc. [ RIOT ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026

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

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

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

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	07/31/2026		F		153,162(1)	D	$20.17	1,855,606	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. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of performance-based restricted stock previously granted to the Reporting Person under the Issuer's Long-Term Incentive Program. The vesting of such shares was subject to the Issuer's achievement of certain performance objectives.

	/s/ Tanya McGill, Attorney-in-Fact for Stephen Howell	08/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)