Director of Cipher Digital (CIFR) sells 20,000 shares in open-market trade

Rhea-AI Filing Summary

Cary M. Grossman, a director of Cipher Digital Inc., sold 20,000 shares of Common Stock in an open-market transaction. The shares were sold on May 6, 2026 at a weighted average price of $21.82 per share, with individual trade prices ranging from $21.76 to $21.90. After this sale, Grossman directly holds 150,530 shares of Cipher Digital common stock.

Insider Trade Summary

Net Seller: 20,000 shares ($436,400)

Net Sell 1 txn

Insider GROSSMAN CARY M

Role null

Sold 20,000 shs ($436K)

Type	Security	Shares	Price	Value
Sale	Common Stock	20,000	$21.82	$436K

Holdings After Transaction: Common Stock — 150,530 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold: 20,000 shares Weighted average sale price: $21.82 per share Post-transaction holdings: 150,530 shares +1 more

4 metrics

Shares sold 20,000 shares Open-market sale on May 6, 2026

Weighted average sale price $21.82 per share Common Stock, open-market sale

Post-transaction holdings 150,530 shares Common Stock held directly after sale

Trade price range $21.76–$21.90 per share Range of individual executions for the sale

Key Terms

open-market sale, weighted average sale price, non-derivative

3 terms

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

weighted average sale price financial

"The price reported reflects the weighted average sale price."

non-derivative financial

""transaction_type": "non-derivative""

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GROSSMAN CARY M

(Last) (First) (Middle)

C/O CIPHER DIGITAL INC.

1 VANDERBILT AVENUE, FLOOR 54

(Street)

NEW YORK NEW YORK 10017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Cipher Digital Inc. [ CIFR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/06/2026		S		20,000	D	$21.82(1)	150,530	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales were executed in multiple trades at prices ranging from $21.76 to $21.90. The price reported reflects the weighted average sale price. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

Remarks:

	/s/ William Iwaschuk, Attorney-in-Fact for Cary M. Grossman	05/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Cipher Digital (CIFR) disclose in this Form 4?

Cipher Digital director Cary M. Grossman reported selling 20,000 shares of Common Stock. The sale occurred on May 6, 2026 as an open-market transaction, reflecting routine portfolio activity rather than a grant, option exercise, or gift.

At what price did Cary M. Grossman sell Cipher Digital (CIFR) shares?

Grossman’s 20,000 Cipher Digital shares were sold at a weighted average price of $21.82. According to the filing, individual trade prices ranged from $21.76 to $21.90 per share across multiple executions on the same trading day.

How many Cipher Digital (CIFR) shares does Cary M. Grossman hold after the sale?

Following the reported sale, Cary M. Grossman directly holds 150,530 shares of Cipher Digital common stock. This post-transaction balance shows he retains a significant continuing equity stake in the company despite the open-market disposition.

Was the Cipher Digital (CIFR) insider sale a market transaction or part of compensation?

The Form 4 classifies the transaction as an open-market sale of Common Stock. It is coded as a non-derivative “S” transaction, indicating a sale in the market rather than a share grant, option exercise, tax withholding, or other compensation-related event.

Does the Cipher Digital (CIFR) Form 4 detail trade pricing for the insider sale?

Yes. The filing notes Grossman’s sales occurred in multiple trades between $21.76 and $21.90 per share. The Form 4 reports a weighted average sale price of $21.82 and offers to provide full per-trade price details to interested parties upon request.