Form 4: Riot Platforms SVP, CAO Ryan D. Werner Reports Changes in Beneficial Ownership

Ryan D. Werner, SVP, CAO of Riot Platforms, reports acquisition and disposal of common stock and restricted stock awards.

Summary

• On July 1, 2024, Ryan D. Werner, SVP, CAO of Riot Platforms, engaged in transactions involving the company's common stock.
• Werner surrendered 2,823 shares to cover tax liabilities related to the vesting of previously issued restricted stock awards at a price of $9.95 per share.
• Werner was granted 75,376 restricted stock awards (RSAs) under the company's Long-Term Incentive Program (LTIP), which are eligible to vest in three approximately equal annual tranches starting July 1, 2025, subject to continued service.
• Werner was also granted a maximum achievable award of 150,752 performance-based restricted shares (PRSAs), contingent on the company's performance during the period from January 1, 2024, through December 31, 2026, and continued service through July 1, 2027.
• Following these transactions, Werner directly owns 654,826 shares of Riot Platforms common stock.

Sentiment

Score: 6

Explanation: The document is neutral in tone, reporting routine insider transactions related to stock-based compensation. It doesn't contain any overtly positive or negative information that would significantly impact sentiment.

Positives

• The grant of RSAs and PRSAs aligns Werner's interests with the long-term performance of Riot Platforms.
• The vesting schedule of the RSAs and PRSAs incentivizes continued service with the company.

Risks

• The PRSAs are subject to forfeiture if performance objectives are not met or if Werner's service is terminated before July 1, 2027.
• Unvested RSAs are also subject to forfeiture if Werner's service is terminated before the applicable vesting dates.

Future Outlook

The vesting of RSAs and PRSAs is contingent on continued service and, in the case of PRSAs, the achievement of certain performance objectives, indicating a focus on long-term performance and retention.

Industry Context

This filing is a routine disclosure of insider transactions, which are common in publicly traded companies. The granting of stock-based compensation is a typical practice to align management's interests with those of shareholders, particularly in growth-oriented sectors like cryptocurrency and blockchain.

Comparison to Industry Standards

• Stock-based compensation is a common practice among publicly traded companies, especially in the technology and cryptocurrency sectors.
• Companies like Marathon Digital Holdings (MARA) and Coinbase (COIN) also utilize stock options and restricted stock units as part of their compensation packages.
• The vesting schedules and performance metrics associated with these awards are often tailored to the specific goals and priorities of each company.

Stakeholder Impact

• Shareholders: The transactions reflect management's alignment with shareholder interests through stock-based compensation.
• Employees: The vesting of RSAs and PRSAs incentivizes continued service and performance, potentially impacting employee morale and retention.

Next Steps

• Continued monitoring of insider transactions and company performance to assess the value and vesting of RSAs and PRSAs.
• Observation of the company's performance against the objectives set for the vesting of the performance-based restricted shares (PRSAs).

Key Dates