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: MCGONEGAL JEFFREY (CFO (Former - See Remarks))

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-09-27	Common Stock	M	323334	$0.00	Acquired	666597	Direct
2022-09-27	Common Stock	A	222883	$0.00	Acquired	889480	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-27	Restricted Stock Units	$0.00	M	323334	Disposed		Common Stock (323334)	Direct

Footnotes

F1: Represents the conversion, as authorized by the Issuer's Compensation and Human Resources Committee (the "Committee"), of all outstanding restricted stock unit awards ("RSUs") granted to the Reporting Person under the Issuer's equity plan into equal 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-incentive plan established by the Committee under the Issuer's equity plan, and 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.

F2: Represents the RSA award granted to the Reporting Person, as compensation for services, pursuant to an RSA award agreement with the Issuer. These shares are eligible to vest, if at all, as of February 23, 2023, subject to the Reporting Person's continued service with the Issuer through vesting.

F3: On September 14, 2022, a Form 4 was filed that, due to an administrative error, incorrectly disclosed the resulting beneficial ownership after the transactions reported in Table II, which should have been zero (0). Accordingly, the transactions reported in Table II of this Form 4 exclude this administrative error, and the Reporting Person's beneficial ownership after the transactions reported in Table II of this Form 4 is correct.