Riot Platforms, Inc. — Director's Dealing 2022

Sep 29, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Riot Blockchain, Inc. (RIOT)
CIK: 0001167419
Period of Report: 2022-09-27

Reporting Person: Les Jason (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-09-27	Common Stock	M	46666	$0.00	Acquired	485127	Indirect
2022-09-27	Common Stock	F	23333	$6.22	Disposed	461794	Indirect
2022-09-27	Common Stock	M	378334	$0.00	Acquired	840128	Direct
2022-09-27	Common Stock	A	2971768	$0.00	Acquired	3811896	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-27	Restricted Stock Units	$0.00	M	46666	Disposed		Common Stock (46666)	Direct
2022-09-27	Restricted Stock Units	$0.00	M	378334	Disposed		Common Stock (378334)	Direct

Footnotes

F1: The reported transactions represent settlement by the Issuer of the vested portion of the restricted stock unit awards ("RSUs") granted to the Reporting Person as compensation under the Issuer's equity plan. Each vested RSU represents the contingent right to receive, upon settlement by the Issuer, one share of the Issuer's Common Stock, subject to any net settlement permitted by the equity plan and approved by the Issuer's Compensation and Human Resources Committee (the "Committee").

F2: Shares held of record in trust by Jason M. Les, Trustee of The Jason M. Les Trust, dated March 8, 2021.

F3: Represents shares withheld by the Issuer in net settlement in connection with the settlement of vested RSUs, as permitted under the Issuer's equity plan and approved by the Committee.

F4: Represents the conversion, as authorized by the Committee, of all outstanding performance-based RSUs granted to the Reporting Person under the performance-incentive plan established by the Committee under the equity plan into awards of restricted shares of the Issuer's Common Stock ("RSAs"). The reported number of shares represents the total maximum target award allocated to the Reporting Person under the performance plan, which are eligible to vest, if at all, based on the Issuer's achievement, during the performance period ending December 31, 2023, of performance objectives established under the performance plan. Pursuant to the applicable RSA award agreement with the Issuer, these shares are subject to forfeiture until vested, and any shares remaining unvested as of the end of the performance period will be automatically forfeited without consideration.

F5: Represents the RSA award granted to the Reporting Person, as compensation for serving as the Issuer's Chief Executive Officer, pursuant to an RSA award agreement with the Issuer. These shares are eligible to vest, if at all, in two equal annual tranches as of June 1, 2023, and June 1, 2024, subject to the Reporting Person's continued service with the Issuer through the applicable vesting dates.