Riot Platforms, Inc. — Director's Dealing 2022

Feb 22, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Riot Blockchain, Inc. (RIOT)
CIK: 0001167419
Period of Report: 2022-02-17

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-17	Common Stock	M	100000	$0.00	Acquired	366027	Indirect
2022-02-17	Common Stock	F	50000	$19.73	Disposed	316027	Indirect
2022-02-17	Common Stock	M	244867	$0.00	Acquired	560894	Indirect
2022-02-17	Common Stock	F	122433	$19.73	Disposed	438461	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-17	Restricted Stock Units	$0.00	M	100000	Disposed		Common Stock (100000)	Direct
2022-02-17	Restricted Stock Units	$0.00	M	244867	Disposed		Common Stock (248892)	Direct

Footnotes

F1: Vested Restricted Stock Units ("RSUs") awarded to the Reporting Person as compensation under the Riot Blockchain, Inc. 2019 Equity Incentive Plan, as amended, (the "Plan") are convertible into shares of the Issuer's common stock, no par value per share, ("Common Stock") on a one-for-one basis, subject to any net settlement permitted under the Plan, upon settlement by the Issuer in accordance with the procedures of the Plan.

F2: Represents the total direct and indirect ownership of the indicated security held by the Reporting Person immediately following the reported transaction.

F3: Shares held of record in trust by Jason M. Les, Trustee of The Jason M. Les Trust, dated March 8, 2021.

F4: Represents net settlement in connection with the conversion of vested RSUs into shares of the Issuer's Common Stock based on the price per share of the Issuer's Common Stock as of the conversion, as permitted under the Plan and approved by the Issuer's Compensation and Human Resources Committee (the "Committee").

F5: Represents the settlement for taxes by the Issuer of 100,000 vested performance-based RSUs, which vested upon the Committee's certification of the Issuer's achievement of certain of the performance objectives detailed in the August 12, 2021 performance-based equity award agreement between the Reporting Person and the Issuer.

F6: Represents the settlement by the Issuer of the following vested time-based RSU awards granted to the Reporting Person under the Plan: (i) 288,617 RSUs granted on February 27, 2020, as compensation for the Reporting Person's service as a member of the Issuer's Board of Directors for Fiscal Years 2019 and 2020, which vested and became eligible for settlement as of February 15, 2022; (ii) 25,000 RSUs granted on February 8, 2021, pursuant to the Reporting Person's Executive Employment Agreement with the Issuer, which vested in equal quarterly intervals following the grant date.