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Cipher Digital Inc SEC Filings

CIFR NASDAQ

Cipher Digital Inc. filings document a Nasdaq-listed data center operator transitioning from its former Cipher Mining Inc. identity to an HPC-focused infrastructure business. The company’s Form 8-K reports cover operating results, Regulation FD presentations, material agreements, and capital-structure matters connected to data center development and financing.

Recent filings also record the February 2026 charter and bylaw amendments that changed the company name to Cipher Digital Inc., while keeping the CIFR trading symbol. Other disclosures include a revolving credit agreement, senior secured notes issued through Black Pearl Compute LLC, registered common stock information, and proxy materials addressing board matters, shareholder voting, executive compensation, and governance.

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Cipher Mining (CIFR) filed a Form 3 for its Chief Financial Officer, Gregory Mumford, reflecting his initial statement of beneficial ownership as of 10/14/2025. The filing states that no securities are beneficially owned by the reporting person at this time.

The form was executed by an attorney-in-fact under a Power of Attorney (Exhibit 24) and signed on 10/16/2025. This is a routine ownership disclosure required for company insiders.

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Cipher Mining (CIFR) reported an insider equity award: Chief Financial Officer Gregory Mumford received 375,000 restricted stock units (RSUs) on October 14, 2025.

Each RSU represents the right to receive one share of common stock. The RSUs vest in three equal installments on October 14, 2026, October 14, 2027, and October 14, 2028, subject to continued service. The RSUs have no expiration date.

Following the reported transaction, 375,000 derivative securities were beneficially owned on a direct basis.

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Cipher Mining (CIFR) CEO and director Tyler Page reported equity transactions on Form 4. On October 10, 2025, he acquired 1,419,237 shares of common stock upon the settlement of performance stock units (transaction code M). He also disposed of 724,521 shares at $16.97 (code F). Following these transactions, he directly beneficially owned 6,523,171 shares.

The reported PSUs vest in three tranches based on market capitalization thresholds. The first tranche vested on October 10, 2025, and the PSUs have no expiration date.

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Cipher Mining Inc. has distributed a definitive proxy statement for a Special Meeting of stockholders, set with a Record Date of September 12, 2025. At that date there were 393,286,007 shares outstanding, each entitled to one vote. The statement explains voting mechanics for record holders and holders in street name, how to obtain the 16-digit control number to participate online at www.virtualshareholdermeeting.com/CIFR2025SM, and three methods to vote by proxy: Internet, telephone, or mail. It clarifies quorum rules (majority of voting power present electronically or by proxy) and defines broker non-votes, noting the Charter Amendment Proposal is treated as routine so brokers may vote without customer instructions. Beneficial ownership disclosures include schedules stating BlackRock holds 21,890,510 shares and The Vanguard Group holds 20,114,936 shares. Bylaw deadlines for 2026 shareholder proposals and nominations require notice between February 3, 2026 and March 5, 2026, with additional universal proxy rules referenced.

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Cipher Mining Inc. reports a planned chief financial officer transition. Edward Farrell will retire as CFO effective October 14, 2025, and remain in an advisory role through April 17, 2026, continuing to receive his current base salary, company-paid health coverage, and normal vesting of existing equity awards. Any unvested restricted stock units or performance-based units that have been earned based on actual performance will fully vest at the end of the consulting period.

Gregory Mumford has been appointed CFO effective October 14, 2025. Under his employment agreement, he will receive a $500,000 annual base salary, a discretionary annual cash bonus prorated for 2025, and eligibility for future equity awards under the 2021 Incentive Award Plan. He will also receive a sign-on grant of 375,000 restricted stock units vesting in equal annual installments over three years and is entitled to 12 months of base salary and subsidized healthcare if terminated without cause or if he resigns for good reason.

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Patrick Arthur Kelly, Co‑President and COO of Cipher Mining Inc. (CIFR), reported multiple insider transactions on 09/30/2025. The filing shows 366,667 RSUs and 33,968 RSUs treated as acquired under code M (vesting) and the conversion of those RSUs into common stock increases beneficial ownership totals. On the same date the report records open‑market sales: 187,184 shares sold at $12.59 and 17,341 shares sold at $12.59. After the transactions, the reporting person beneficially owns 1,223,873, 1,240,500, 1,257,841, and 1,411,057 shares as shown across lines reflecting different steps. The RSUs vest on scheduled dates, with one tranche completing on 09/30/2025 and other RSUs vesting in equal installments on prior specified dates and quarterly thereafter, subject to continuous service. The form is signed by an attorney‑in‑fact on 10/02/2025.

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Cipher Mining Inc. insider William Iwaschuk, Co‑President and CLO, reported multiple transactions on 09/30/2025. He acquired 366,667 restricted stock units (RSUs) that vested and acquired 33,968 RSUs under two award schedules, which increase his beneficial ownership to 1,446,779 and 1,412,811 shares in separate line items. Concurrently he disposed of 202,767 shares and 18,785 shares by sale at $12.59 per share, reducing reported holdings in those lines to 1,212,399 and 1,227,582 respectively. The RSUs have zero exercise price and vest according to stated schedules, subject to continuous service.

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Edward J. Farrell, the Chief Financial Officer of Cipher Mining Inc. (CIFR), reported multiple transactions on 09/30/2025 on a Form 4. The filing shows vesting of restricted stock units totaling 393,086 RSUs (split as 366,667 and 26,419), each converting to one share on vesting. The filing also discloses dispositions of 187,184 and 13,487 shares sold at $12.59 per share. Following the reported transactions, the reported beneficial ownership counts changed through a sequence of entries, with the last reported direct beneficial ownership of common stock shown as 1,482,622 shares.

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Cipher Mining Inc. disclosed the issuance of 0.00% Convertible Senior Notes due 2031 and related capped call transactions designed to limit dilution and offset potential cash payments on conversion. The capped call cap price is $23.32, described as a 100% premium to the company’s last reported sale price on September 25, 2025. The company paid approximately $82.7 million for the capped calls. The filing includes the indenture with U.S. Bank Trust Company, the form of note certificate, a form of confirmation for the capped calls, and embedded interactive data.

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Cipher Mining Inc. insiders disclosed multiple sales of common stock in late September 2025, reducing aggregate indirect beneficial ownership. Reports show sales on 09/26/2025, 09/29/2025 and 09/30/2025 totaling 5,585,182 shares disposed across five transactions at weighted average prices between $11.5259 and $12.3871. After these reported sales, the largest disclosed indirect holdings declined from 70,038,451 shares to 65,852,537 shares for the reporting group. The filing identifies V3 Holding Ltd, Bitfury Top HoldCo B.V., Bitfury Holding B.V., Bitfury Group Ltd and Valerijs Vavilovs as reporting persons and explains the ownership chain linking these entities.

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FAQ

How many Cipher Digital (CIFR) SEC filings are available on StockTitan?

StockTitan tracks 91 SEC filings for Cipher Digital (CIFR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Cipher Digital (CIFR)?

The most recent SEC filing for Cipher Digital (CIFR) was filed on October 16, 2025.