SCHEDULE 13G/A: Vanguard Group Discloses Reduced Stake in Cipher Mining, Now Below 5% Ownership Threshold

The Vanguard Group has filed an amended Schedule 13G, revealing its beneficial ownership in Cipher Mining Inc. has decreased to 4.98% as of March 31, 2025.

Summary

• The Vanguard Group, a major investment adviser, filed an Amendment No. 2 to its Schedule 13G regarding its beneficial ownership in Cipher Mining Inc.
• As of March 31, 2025, Vanguard beneficially owns 18,008,926 shares of Cipher Mining Inc. Common Stock.
• This aggregate amount represents 4.98% of the class of securities, placing Vanguard's ownership below the 5% threshold.
• Vanguard holds sole dispositive power over 17,573,381 shares and shared dispositive power over 435,545 shares.
• The firm has no sole voting power and shared voting power over 211,131 shares.
• Vanguard certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the reduction in beneficial ownership by a major institutional investor to below the 5% threshold, which can be interpreted as a decrease in confidence or a portfolio rebalancing.

Positives

• The continued holding by a major institutional investor like The Vanguard Group, even at a reduced percentage, can still signal a degree of institutional confidence in Cipher Mining Inc.

Negatives

• The reduction in The Vanguard Group's beneficial ownership to below 5% (from a likely previous higher stake, given it's Amendment No. 2) could be interpreted by the market as a decrease in conviction or a rebalancing of their portfolio, potentially signaling a negative outlook.

Risks

• The filing itself does not detail specific risks of the issuer, Cipher Mining Inc., but rather discloses the beneficial ownership position of The Vanguard Group.
• The primary risk related to this filing is the potential market interpretation of a large institutional investor reducing its stake, which could lead to negative share price movement for Cipher Mining Inc.

Future Outlook

This Schedule 13G filing is a disclosure of past beneficial ownership and does not contain any forward-looking statements or guidance from Cipher Mining Inc. or The Vanguard Group regarding the issuer's future performance.

Management Comments

• "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11." (Certification by Ashley Grim, Head of Global Fund Administration for The Vanguard Group)

Industry Context

Cipher Mining Inc. operates in the cryptocurrency mining industry, a sector known for its volatility and sensitivity to cryptocurrency prices and energy costs. The Vanguard Group is one of the world's largest investment management companies, known for its broad market index funds and passive investment strategies. Their holding in a company like Cipher Mining reflects their broad market exposure rather than a specific thematic bet on crypto mining, although a reduction in stake could reflect a re-evaluation of the sector or the specific company within their diversified portfolios.

Stakeholder Impact

• Shareholders: The reduction in Vanguard's stake could lead to negative market sentiment and potentially impact the share price of Cipher Mining Inc. Existing shareholders might perceive this as a signal to re-evaluate their own holdings.
• Investment Community: Financial analysts and other institutional investors will note this change in ownership, potentially influencing their own investment decisions or recommendations regarding Cipher Mining Inc.

Key Dates

Keywords

Cipher Mining Inc., Vanguard Group, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investor, SEC Filing, CMIN, Equity Stake