RIOT / Riot Platforms, Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Riot Platforms, Inc.
US ˙ NasdaqCM ˙ US7672921050

Statistik Asas
LEI 5299005LKZAJQDQZDF73
CIK 1167419
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Riot Platforms, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
July 31, 2025 EX-99.1

Riot Platforms Reports Second Quarter 2025 Financial Results, Current Operational and Financial Highlights Riot Reports $219.5 million in Net Income and $495.3 million in Adjusted EBITDA

Exhibit 99.1 Riot Platforms Reports Second Quarter 2025 Financial Results, Current Operational and Financial Highlights Riot Reports $219.5 million in Net Income and $495.3 million in Adjusted EBITDA CASTLE ROCK, Colo., July 31, 2025 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), a Bitcoin-driven industry leader in the development of large-scale data centers for

July 31, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT PL

July 31, 2025 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) Q2 2025 Update July 31, 2025 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are mad

July 31, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2025 Riot Platforms, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File N

June 17, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 10, 2025 Riot Platforms, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 10, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File N

May 23, 2025 EX-10.1

Amended and Restated Credit Agreement, dated May 19, 2025, between Riot Platforms, Inc. and Coinbase Credit, Inc

Exhibit 10.1 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL U.S.$200,000,000 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 19, 2025 Between RIOT PLATFORMS, INC. as Borrower and COINBASE CREDIT, INC. as Lender, Collateral Agent and Administrative

May 23, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2025 Riot Platforms, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File Nu

May 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT UNDER SECTIO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT P

May 1, 2025 EX-10.1

Purchase and Sale Agreement, dated April 28, 2025, by and among Whinstone and Rhodium Encore LLC and its affiliates.

Exhibit 10.1 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL PURCHASE AND SALE AGREEMENT AMONG Rhodium Renewables LLC, Rhodium Technologies LLC, Rhodium 30MW LLC, Rhodium 2.0 LLC, Rhodium 10MW LLC, Rhodium Encore LLC, AND Jordan HPC LLC AS SELLERS AND Whi

May 1, 2025 EX-99.1

Riot Platforms Reports First Quarter 2025 Financial Results, Current Operational and Financial Highlights Riot Reports $161.4 million in Total Revenue and Deployed Hash Rate of 33.7 EH/s

Exhibit 99.1 Riot Platforms Reports First Quarter 2025 Financial Results, Current Operational and Financial Highlights Riot Reports $161.4 million in Total Revenue and Deployed Hash Rate of 33.7 EH/s CASTLE ROCK, Colo., May 1, 2025 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integrated Bitcoin mining, reported financial results

May 1, 2025 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) Q1 2025 Update May 1, 2025 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made

May 1, 2025 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 28, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

April 25, 2025 EX-10.1

Credit Agreement, dated April 22, 2025, between Riot Platforms, Inc. and Coinbase Credit, Inc.

Exhibit 10.1 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL U.S.$100,000,000 CREDIT AGREEMENT Dated as of April 22, 2025 Between RIOT PLATFORMS, INC. as Borrower and COINBASE CREDIT, INC. as Lender, Collateral Agent and Administrative Agent Table of Cont

April 25, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 22, 2025 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 22, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

April 24, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 24, 2025 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 24, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

April 24, 2025 EX-FILING FEES

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 Riot Platforms, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date

April 24, 2025 424B7

RIOT PLATFORMS, INC. 8,200,000 Shares of Common Stock, No Par Value per Share Offered by the Selling Stockholder

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-281454 PROSPECTUS SUPPLEMENT (To prospectus dated August 9, 2024) RIOT PLATFORMS, INC. 8,200,000 Shares of Common Stock, No Par Value per Share Offered by the Selling Stockholder This prospectus supplement relates to the registration of the potential offer and resale by the Selling Stockholder (which term as used herein includ

April 17, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(

April 17, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

April 17, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 12, 2025 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 12, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

April 7, 2025 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended PRELIMINARY PROXY STATEMENT – SUBJECT TO COMPLETION – DATED APRIL 7, 202

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended PRELIMINARY PROXY STATEMENT – SUBJECT TO COMPLETION – DATED APRIL 7, 2025 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐

March 24, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 21, 2025 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 21, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

March 24, 2025 EX-99.1

Riot Platforms Announces Entry into Non-Binding Term Sheet to Acquire Certain Assets of Rhodium and Settlement Agreement Non-Binding Term Sheet Outlines Proposed Acquisition of Rhodium Assets at the Rockdale Facility and Mutual Release of All Claims

Exhibit 99.1 Riot Platforms Announces Entry into Non-Binding Term Sheet to Acquire Certain Assets of Rhodium and Settlement Agreement Non-Binding Term Sheet Outlines Proposed Acquisition of Rhodium Assets at the Rockdale Facility and Mutual Release of All Claims CASTLE ROCK, Colo. – March 21, 2025 – Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically int

February 28, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT PLATFO

February 28, 2025 EX-19.1

Insider Trading Policy.

Exhibit 19.1 Riot PLATFORMS, Inc. Insider Trading Policy Amended June 12, 2024 INTRODUCTION This Insider Trading Policy (this “Policy”) provides guidelines with respect to purchases, sales, hedges, shorts or any other direct or indirect action taken (collectively, “Transactions”) in the securities of Riot Platforms, Inc. and its subsidiaries (the “Company”). It also provides guidance on the handli

February 28, 2025 EX-21

List of Subsidiaries of Riot Platforms, Inc.

Exhibit 21.1 SUBSIDIARIES OF RIOT PLATFORMS, INC. The following is a list of subsidiaries of the registrant, Riot Platforms, Inc., a Nevada corporation (Nasdaq: RIOT), omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary of the registrant as of December 31, 2024: Name of Subsidiary Place of Formation Whinstone US, Inc. Delaw

February 24, 2025 EX-99.1

Riot Platforms Reports Full Year 2024 Financial Results, Current Operational and Financial Riot Reports $376.7 million in Total Revenue and Deployed Hash Rate of 31.5 EH/s

Exhibit 99.1 Riot Platforms Reports Full Year 2024 Financial Results, Current Operational and Financial Highlights Riot Reports $376.7 million in Total Revenue and Deployed Hash Rate of 31.5 EH/s CASTLE ROCK, Colo., February 24, 2025 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integrated Bitcoin mining, reported financial resul

February 24, 2025 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) 2024 Update February 24, 2025 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are ma

February 24, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2025 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

February 13, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 12, 2025 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 12, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

February 13, 2025 EX-99.1

Riot Platforms Announces Changes to Its Board of Directors and Provides Update on Formal Evaluation of AI/HPC Uses Jaime Leverton, Doug Mouton and Michael Turner to Join the Board and Bring Directly Applicable AI/HPC Conversion, Data Center and Real

Exhibit 99.1 Riot Platforms Announces Changes to Its Board of Directors and Provides Update on Formal Evaluation of AI/HPC Uses Jaime Leverton, Doug Mouton and Michael Turner to Join the Board and Bring Directly Applicable AI/HPC Conversion, Data Center and Real Estate Experience Retains Evercore and Northland Capital to Lead Engagement with Potential AI/HPC Partners Following Increased Inbound In

January 21, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 21, 2025 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 21, 2025 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fil

January 21, 2025 EX-99.1

Riot Platforms Launches Formal Evaluation of Potential AI/HPC Uses for Remaining 600 MW of Power Capacity at Corsicana Facility Engages Expert Consultants to Assess AI/HPC Opportunities and Plans to Accelerate Engagement with Potential AI/HPC Partner

Exhibit 99.1 Riot Platforms Launches Formal Evaluation of Potential AI/HPC Uses for Remaining 600 MW of Power Capacity at Corsicana Facility Engages Expert Consultants to Assess AI/HPC Opportunities and Plans to Accelerate Engagement with Potential AI/HPC Partners Halts Previously Announced Phase II Bitcoin Mining Expansion at Corsicana Facility Believes Mixed Use of Facility Has Potential to Maxi

January 13, 2025 CORRESP

January 13, 2025

Riot Platforms, Inc. 3855 Ambrosia St., Ste. 301 Castle Rock, CO 80109 +1 (303) 794-2000 www.RiotPlatforms.com January 13, 2025 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets 100 F Street, N.E. Washington, D.C. 20549-3720 Attention:Lulu Cheng; David Lin; Michelle Miller; and Mark Brunhofer Re:Riot Platforms, Inc. Form 10-K for Fis

December 20, 2024 424B7

RIOT PLATFORMS, INC. 180,000 Shares of Common Stock, No Par Value per Share Offered by the Selling Stockholder

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-281454 PROSPECTUS SUPPLEMENT (To prospectus dated August 9, 2024) RIOT PLATFORMS, INC. 180,000 Shares of Common Stock, No Par Value per Share Offered by the Selling Stockholder This prospectus supplement relates to the registration of the potential offer and resale of up to 180,000 previously vested shares of common stock, no

December 20, 2024 EX-10.1

Coinbase Prime Broker Agreement, dated as of December 16, 2024, between Coinbase, Inc., on behalf of itself and certain affiliates, and Riot Platforms, Inc

Exhibit 10.1 Certain confidential information contained in this document, marked by [***], has been omitted because the registrant has determined that the information (i) is not material and (ii) is the type that the registrant treats as private or confidential. COINBASE PRIME BROKER AGREEMENT General Terms and Conditions 1. Introduction 1.1 This agreement dated as of December 16, 2024 (the “Effec

December 20, 2024 EX-FILING FEES

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 Riot Platforms, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date

December 20, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 16, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 16, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

December 16, 2024 EX-99.1

RIOT Announces Closing of $594.4 Million Convertible Senior Notes Offering

Exhibit 99.1 RIOT Announces Closing of $594.4 Million Convertible Senior Notes Offering CASTLE ROCK, Co., December 16, 2024 — Riot Platforms, Inc. (Nasdaq: RIOT) (“Riot” or the “Company”) today announced that it completed its previously announced offering of its 0.75% convertible senior notes due 2030 (the “2030 Notes”). The aggregate principal amount of the 2030 Notes sold in the offering was $59

December 16, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 16, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 16, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

December 13, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

December 11, 2024 EX-4.1

Indenture, dated as of December 11, 2024, by and between Riot Platforms, Inc. and U.S. Bank Trust Company, National Association, as trustee.

Exhibit 4.1 Execution Version RIOT PLATFORMS, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of December 11, 2024 0.75% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page Article 1 Definitions Section 1.01 . Definitions 1 Section 1.02 . References to Interest 13 Article 2 Issue, Description, Execution, Registration and Exchange of Notes Section 2.01 . D

December 11, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fil

December 10, 2024 EX-99.1

Riot Announces Pricing of Offering of 0.75% Convertible Senior Notes

Exhibit 99.1 Riot Announces Pricing of Offering of 0.75% Convertible Senior Notes CASTLE ROCK, Colo., December 9, 2024 — Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or the “Company”) today announced the pricing of its offering of $525 million aggregate principal amount of its 0.75% convertible senior notes due 2030 (the “notes”). The notes will be sold in a private offering only to persons reasona

December 10, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fil

December 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fil

December 9, 2024 EX-99.1

Riot Platforms Announces Proposed Private Offering of $500 Million of Convertible Senior Notes

Exhibit 99.1 Riot Platforms Announces Proposed Private Offering of $500 Million of Convertible Senior Notes CASTLE ROCK, Colo., December 9, 2024 — Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or the “Company”) today announced that it intends to offer, subject to market conditions and other factors, $500 million aggregate principal amount of its convertible senior notes due 2030 (the “notes”) in a p

November 26, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 20, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 20, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

November 26, 2024 EX-10.1

Exhibit 10.1 of the Current Report on Form 8-K filed November 26, 2024.

Exhibit 10.1 AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this “Agreement”) is made and entered into, effective as of [•], 20[•] (the “Effective Date”), by and between [•] (“Employee”), an individual resident of [•], and Riot Platforms, Inc., a Nevada corporation (“Riot” and, together with its consolidated subsidiaries, the “Company”). Employee and the C

November 4, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT UNDER SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RI

November 4, 2024 EX-10.2

NYDIG Digital Asset Custodial Agreement, dated as of November 1, 2023, between NYDIG Trust Company LLC and Riot Platforms, Inc

Exhibit 10.2 CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL V52 Digital Asset Custodial Term Sheet Effective Date The date on which Client and Custodian first entered into this Agreement (as defined below) or a predecessor agreement Last Revised November

November 1, 2024 CORRESP

FOIA CONFIDENTIAL TREATMENT REQUESTED BY RIOT PLATFORMS, INC. PURSUANT TO (“SEC RULE 83”)

Riot Platforms, Inc. 3855 Ambrosia St., Ste. 301 Castle Rock, CO 80109 +1 (303) 794-2000 www.RiotPlatforms.com FOIA CONFIDENTIAL TREATMENT REQUESTED BY RIOT PLATFORMS, INC. PURSUANT TO (“SEC RULE 83”) CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR CERTAIN POTIONS OF THIS LETTER. THIS LETTER OMITS CONFIDENTIAL INFORMATION (THE SYMBOL “[***]” HAS BEEN INSERTED IN PLACE OF THE OMITTED PORTIONS) INCLUD

October 30, 2024 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) Q3 2024 Update October 30, 2024 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are

October 30, 2024 EX-99.1

Riot Platforms Reports Third Quarter 2024 Financial Results, Current Operational and Financial Highlights Riot Reports $84.8 million in Total Revenue and Deployed Hash Rate of 28 EH/s

Exhibit 99.1 Riot Platforms Reports Third Quarter 2024 Financial Results, Current Operational and Financial Highlights Riot Reports $84.8 million in Total Revenue and Deployed Hash Rate of 28 EH/s CASTLE ROCK, Colo., October 30, 2024 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integrated Bitcoin mining, reported financial resul

October 30, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 30, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 30, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fil

September 23, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Presid

September 23, 2024 EX-3

Press Release of the Reporting Person, dated September 23, 2024

Exhibit 3 riot platforms, inc. EARLY WARNING REPORT Press Release REGARDING SETTLEMENT AGREEMENT WITH BITFARMS LTD. CASTLE ROCK, CO, September 23, 2024 – Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Ins

September 23, 2024 EX-1

Settlement Agreement by and between Riot and Bitfarms, dated September 23, 2024 (incorporated by reference to Exhibit 1 to Riot’s Schedule 13D/A, filed with the SEC on September 23, 2024 (the “Schedule 13D/A”)).

Exhibit 1 SETTLEMENT AGREEMENT This settlement agreement is made as of September 23, 2024 (the “Agreement”) by and between Bitfarms Ltd.

September 23, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2024 Riot Platforms

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission F

September 23, 2024 EX-2

Joint Press Release of Riot and Bitfarms, dated September 23, 2024 (incorporated by reference to Exhibit 2 to the Schedule 13D/A).

Exhibit 2 Bitfarms and Riot Announce Settlement - Andrés Finkielsztain Steps Down from Board - - Bitfarms Appoints Amy Freedman to Board of Directors - - Board to Nominate an Independent Director for Election at Special Meeting - - Standstill Agreement Through 2026 Annual Meeting - This news release constitutes a “designated news release” for the purposes of the Company’s prospectus supplement dated March 8, 2024, to its short form base shelf prospectus dated November 10, 2023.

September 5, 2024 EX-1

Press Release of the Reporting Person, dated September 3, 2024

EX-1 2 tm2423341d1ex1.htm EXHIBIT 1 Exhibit 1 Riot Issues Open Letter to Fellow Bitfarms Shareholders Ahead of Upcoming Special Meeting Details the Need for Further Change at Bitfarms in Order to Fix Broken Governance and Enhance Value for All Shareholders Reduces Proposed Slate of New Directors From Three to Two in Light of Bitfarms’ Recent Moves in Response to Public Pressure from Riot Warns Bit

September 5, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Presid

August 21, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Presid

August 14, 2024 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 31, 2023 Riot Platform

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 31, 2023 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission

August 14, 2024 EX-1

Exhibit 1:Press Release of the Reporting Person, dated August 13, 2024

EX-1 2 tm2421640d1ex1.htm EXHIBIT 1 Exhibit 1 riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 18.9% IN BITFARMS LTD. CASTLE ROCK, CO, August 13, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Instrument 62-1

August 14, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Presid

August 9, 2024 EX-1.2

Controlled Equity OfferingSM Sales Agreement, dated as of August 9, 2024, by and among Riot Platforms, Inc. and the Sales Agents.

Exhibit 1.2 Riot Platforms, Inc. Shares of Common Stock (no par value per share) Controlled Equity OfferingSM Sales Agreement August 9, 2024 Cantor Fitzgerald & Co. 110 East 59th Street New York, NY 10022 B. Riley Securities, Inc. 299 Park Avenue, 21st Floor New York, New York 10171 BTIG, LLC 65 E 55th Street New York, New York 10022 Roth Capital Partners, LLC 888 San Clemente Drive Newport Beach,

August 9, 2024 EX-99.1

RIOT PLATFORMS, INC. UPDATES TO ANNUAL REPORT ON FORM 10-K (UPDATED BY THIS CURRENT REPORT ON FORM 8-K) For the Year Ended December 31, 2023 EXPLANATORY NOTE

Table of Contents Exhibit 99.1 RIOT PLATFORMS, INC. UPDATES TO ANNUAL REPORT ON FORM 10-K (UPDATED BY THIS CURRENT REPORT ON FORM 8-K) For the Year Ended December 31, 2023 EXPLANATORY NOTE On February 23, 2024, Riot Platforms, Inc. (“Riot Platforms,” “Riot,” the “Company,” “we,” “us,” “our,” or the “Registrant”) filed its Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 F

August 9, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

August 9, 2024 EX-FILING FEES

Filing Fee Table

Calculation of Filing Fee Tables S-3 Riot Platforms, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date

August 9, 2024 S-3ASR

As filed with the Securities and Exchange Commission on August 9, 2024

S-3ASR 1 tmb-20240809xs3asr.htm S-3ASR Table of Contents As filed with the Securities and Exchange Commission on August 9, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 84-1553387 (State or other jur

August 9, 2024 EX-99.2

RIOT PLATFORMS, INC. UPDATES TO QUARTERLY REPORT ON FORM 10-Q (UPDATED BY THIS CURRENT REPORT ON FORM 8-K) For the Quarter Ended March 31, 2024 EXPLANATORY NOTE

Exhibit 99.2 RIOT PLATFORMS, INC. UPDATES TO QUARTERLY REPORT ON FORM 10-Q (UPDATED BY THIS CURRENT REPORT ON FORM 8-K) For the Quarter Ended March 31, 2024 EXPLANATORY NOTE On May 1, 2024, Riot Platforms, Inc. (“Riot Platforms,” “Riot,” the “Company,” “we,” “us,” “our,” or the “Registrant”) filed its Quarterly Report on Form 10-Q for the three months ended March 31, 2024 (the “Q1 2024 Form 10-Q”)

August 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2024 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

August 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 31, 2023 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 31, 2023 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

August 5, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

August 5, 2024 EX-1

Press Release of the Reporting Person, dated August 2, 2024

Exhibit 1 riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 16.9% IN BITFARMS LTD. CASTLE ROCK, CO, August 2, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Instrument 62-104 – Take-Over Bids and Issuer Bids i

July 31, 2024 EX-99.1

Riot Platforms Reports Second Quarter 2024 Financial Results, Current Operational and Financial Highlights Riot Reports $70.0 million in Total Revenue and Deployed Hash Rate of 22.0 EH/s

Exhibit 99.1 Riot Platforms Reports Second Quarter 2024 Financial Results, Current Operational and Financial Highlights Riot Reports $70.0 million in Total Revenue and Deployed Hash Rate of 22.0 EH/s CASTLE ROCK, Colo., July 31, 2024 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integrated Bitcoin mining, reported financial resul

July 31, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

July 31, 2024 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) Q2 2024 Update July 31, 2024 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are mad

July 31, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 Riot Platforms, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File N

July 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT PL

July 23, 2024 EX-99.2

2 Forward Looking Statements This presentation contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 (the “PSLRA”), which reflect our management’s opinions, expectations, beliefs,

Exhibit 99.2 Riot Platforms Acquisition of Block Mining Expanding Riot’s footprint and building on Block Mining’s momentum July 23, 2024 NASDAQ: RIOT 2 Forward Looking Statements This presentation contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 (the “PSLRA”), which reflect our management’s opinions, expectations, beliefs,

July 23, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2024 Riot Platforms, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File N

July 23, 2024 EX-99.1

Riot Announces the Acquisition of Block Mining – Expands Riot’s Total Potential Power Capacity To 2 Gigawatts

Exhibit 99.1 Riot Announces the Acquisition of Block Mining – Expands Riot’s Total Potential Power Capacity To 2 Gigawatts · Acquisition adds 60 Megawatts (“MW”) of current operational capacity with the potential to quickly expand to 110 MW this year under existing agreements, and a pipeline to build to over 300 MW in Kentucky · Transaction immediately adds 1 EH/s to Riot’s existing self-mining ha

July 2, 2024 CORRESP

FOIA CONFIDENTIAL TREATMENT REQUESTED BY RIOT PLATFORMS, INC. PURSUANT TO 17 C.F.R. § 200.83 (“SEC RULE 83”)

Riot Platforms, Inc. 3855 Ambrosia St., Ste. 301 Castle Rock, CO 80109 +1 (303) 794-2000 www.RiotPlatforms.com FOIA CONFIDENTIAL TREATMENT REQUESTED BY RIOT PLATFORMS, INC. PURSUANT TO 17 C.F.R. § 200.83 (“SEC RULE 83”) CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR CERTAIN PORTIONS OF THIS LETTER. THIS LETTER OMITS CONFIDENTIAL INFORMATION (THE SYMBOL “[***]” HAS BEEN INSERTED IN PLACE OF THE OMIT

June 28, 2024 S-8

As filed with the U.S. Securities and Exchange Commission on June 28, 2024.

As filed with the U.S. Securities and Exchange Commission on June 28, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RIOT PLATFORMS, INC. (Exact name of registrant, as specified in its charter) Nevada 84-1553387 (State or other jurisdiction of incorporation) (I.R.S. Employer Identi

June 28, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) RIOT PLATFORMS, INC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee(2) Equity Common stock, no par value per share 15,000,000 $9.

June 24, 2024 EX-99.1

Riot Requisitions Special Meeting of Bitfarms Shareholders and Nominates Three Highly Qualified, Independent Directors to Bring Urgently Needed Change to Bitfarms Board New Independent Directors Are Necessary to Fix Bitfarms’ Broken Corporate Governa

Exhibit 99.1 Riot Requisitions Special Meeting of Bitfarms Shareholders and Nominates Three Highly Qualified, Independent Directors to Bring Urgently Needed Change to Bitfarms Board New Independent Directors Are Necessary to Fix Bitfarms’ Broken Corporate Governance and to Oversee a Fair Strategic Alternatives Process Riot Urges the Bitfarms Board to Ensure Shareholders Are Heard by Holding the Sp

June 24, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 24, 2024 Riot Platforms, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 24, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File N

June 24, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

June 24, 2024 EX-2

Press Release of the Reporting Person, dated June 24, 2024

Exhibit 2 Riot Requisitions Special Meeting of Bitfarms Shareholders and Nominates Three Highly Qualified, Independent Directors to Bring Urgently Needed Change to Bitfarms Board New Independent Directors Are Necessary to Fix Bitfarms’ Broken Corporate Governance and to Oversee a Fair Strategic Alternatives Process Riot Urges the Bitfarms Board to Ensure Shareholders Are Heard by Holding the Special Meeting Without Delay Riot Withdraws Previous Proposal to Acquire Bitfarms for US$2.

June 24, 2024 EX-1

Meeting Requisition and Letter to the Board of Directors of the Company, dated June 24, 2024

Exhibit 1 Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 June 24, 2024 BY E-MAIL, HAND DELIVERY AND REGISTERED MAIL Bitfarms Ltd. 110 Yonge Street, Suite 1601 Toronto, ON M5C 1T4 Canada - with a copy to - Bitfarms Ltd. 9160 Boulevard Leduc, Suite 312 Brossard, QC J4Y 0E3 Canada Attention: Board of Directors, c/o Brian Howlett, Lead Director As you know, we are the large

June 18, 2024 EX-4.1

Sixth Amendment to the 2019 Equity Incentive Plan of Riot Platforms, Inc.

Exihibit 4.1 SIXTH AMENDMENT TO THE 2019 EQUITY INCENTIVE PLAN This Sixth Amendment (the “Sixth Amendment”) to the 2019 Equity Incentive Plan, as amended (the “Plan”), as adopted by the unanimous approval of the members of the Board of Directors (the “Board”) of Riot Platforms, Inc. (the “Company”) upon the recommendation of the Compensation and Human Resources Committee of the Board (the “Committ

June 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 12, 2024 (June 18, 2024) Rio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 12, 2024 (June 18, 2024) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (C

June 18, 2024 EX-3.1

Certificate of Amendment to the Articles of Incorporation of Riot Platforms, Inc. dated June 13, 2024.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF RIOT PLATFORMS, INC. Pursuant to section 78.390 of the Nevada Revised Statutes, RIOT PLATFORMS, INC., a Nevada corporation (the “Corporation”), hereby adopts the following amendment to its Articles of Incorporation, as amended (the “Articles of Incorporation”). 1. The Corporation’s Articles of Incorporation are hereby amended

June 18, 2024 EX-10.1

Exhibit 10.1 of the Current Report on Form 8-K filed June 18, 2024

Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”), made as of , 2023, is by and between Riot Platforms, Inc., a Nevada corporation (the “Company”), and [name] (“Indemnitee”). RECITALS WHEREAS, the Company recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as directors or officers of corporations unles

June 18, 2024 EX-4.2

Exhibit 4.2 of the Current Report on Form 8-K filed June 18, 2024.

Exhibit 4.2 2019 EQUITY INCENTIVE PLAN, AS AMENDED 1.PURPOSE OF PLAN 1.1 The purpose of this 2019 Equity Incentive Plan (this “Plan”) of Riot Platforms, Inc., a Nevada corporation (the “Corporation”), is to promote the success of the Corporation and to increase stockholder value by providing an additional means through the grant of Awards to attract, motivate, retain and reward selected employees

June 14, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) On June 13, 2024, Riot Platforms, Inc. published the following posts on X (formerly known as Twitter) and LinkedIn: Non-Binding Proposal Riot cautions Riot shareholders, Bitfarms shareholders and others considering trading in Riot securities or Bitfarms

June 14, 2024 425

riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 14% IN BITFARMS LTD.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 14% IN BITFARMS LTD. CASTLE ROCK, CO, June 13, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and R

June 13, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 13, 2024 Riot Platforms, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 13, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File N

June 13, 2024 EX-99.1

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.1 June 13th, 2024 Corsicana Investor Tour Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made in reliance on the safe harbor

June 13, 2024 EX-1

Press Release of the Reporting Person, dated June 13, 2024

Exhibit 1 riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 14% IN BITFARMS LTD. CASTLE ROCK, CO, June 13, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Instrument 62-104 – Take-Over Bids and Issuer Bids in r

June 13, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

June 12, 2024 EX-1

Press Release of the Reporting Person, dated June 12, 2024

Exhibit 1 Riot Comments on Bitfarms’ Adoption of Shareholder-Unfriendly Poison Pill Poison Pill Comes Just Days After Riot Privately Urged Bitfarms to Consult with Riot and Other Large Shareholders on New Board Members and Stressed that Chairman Nicolas Bonta Must Resign to Address Corporate Governance Concerns CASTLE ROCK, Colo.

June 12, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

June 12, 2024 425

Riot Comments on Bitfarms’ Adoption of Shareholder-Unfriendly Poison Pill Poison Pill Comes Just Days After Riot Privately Urged Bitfarms to Consult with Riot and Other Large Shareholders on New Board Members and Stressed that Chairman Nicolas Bonta

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) Riot Comments on Bitfarms’ Adoption of Shareholder-Unfriendly Poison Pill Poison Pill Comes Just Days After Riot Privately Urged Bitfarms to Consult with Riot and Other Large Shareholders on New Board Members and Stressed that Chairman Nicolas Bonta Mus

June 12, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) On June 12, 2024, Riot Platforms, Inc. published the following posts on X (formerly known as Twitter) and LinkedIn: Non-Binding Proposal Riot cautions Riot shareholders, Bitfarms shareholders and others considering trading in Riot securities or Bitfarms

June 6, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) On June 5, 2024, Riot Platforms, Inc. published the following posts on X (formerly known as Twitter) and LinkedIn: Non-Binding Proposal Riot cautions Riot shareholders, Bitfarms shareholders and others considering trading in Riot securities or Bitfarms

June 6, 2024 425

riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 12% IN BITFARMS LTD.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 12% IN BITFARMS LTD. CASTLE ROCK, CO, June 5, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Re

June 6, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 6, 2024 (June 1, 2024) Riot

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 6, 2024 (June 1, 2024) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Com

June 5, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

June 5, 2024 EX-1

Press Release of the Reporting Person, dated June 5, 2024

EX-1 2 tm2415618d11ex1.htm EXHIBIT 1 Exhibit 1 riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 12% IN BITFARMS LTD. CASTLE ROCK, CO, June 5, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Instrument 62-104 –

June 4, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

May 29, 2024 EX-1

Exhibit 1: Press Release of the Reporting Person, dated May 28, 2024

Exhibit 1 riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 10% IN BITFARMS LTD. CASTLE ROCK, CO, MAY 28, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Instrument 62-104 – Take-Over Bids and Issuer Bids in re

May 29, 2024 425

riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 10% IN BITFARMS LTD.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) riot platforms, inc. REPORTS BENEFICIAL OWNERSHIP OF 10% IN BITFARMS LTD. CASTLE ROCK, CO, MAY 28, 2024 – Riot Platforms, Inc. (“Riot”) issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Re

May 29, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) On May 28, 2024, Riot Platforms, Inc. published the following posts on X (formerly known as Twitter) and LinkedIn: Non-Binding Proposal Riot cautions Riot shareholders, Bitfarms shareholders and others considering trading in Riot securities or Bitfarms

May 29, 2024 SC 13D/A

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Preside

May 28, 2024 EX-1

April 22, 2024 Letter to the Board of Directors of the Company

Exhibit 1 April 22, 2024 BY EMAIL Board of Directors Bitfarms Ltd. 110 Yonge Street, Suite 1601 Toronto, ON M5C 1T4 Attention: Nicolas Bonta, Chairman of the Board Brian Howlett, Lead Independent Director Dear Nicolas and Brian: We at Riot Platforms Inc. (“Riot”) have long known and admired Bitfarms Ltd. (“Bitfarms”) and your successful development of a vertically-integrated platform comprised of

May 28, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 28, 2024 Riot Platforms, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 28, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File Nu

May 28, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) May 28, 2024 Riot Team, As you may have seen this morning, we issued a press release announcing that Riot has made a proposal to acquire Bitfarms and has acquired an equity position in the company, which currently makes us its single largest shareholder

May 28, 2024 EX-3

Press Release of the Reporting Person, dated May 28, 2024

Exhibit 3 Riot Proposes to Acquire Bitfarms for US$2.30 Per Share to Create the World’s Largest Publicly Listed Bitcoin Miner Proposal Would Deliver Shareholders Substantial Value, Reflecting a 24% Premium to Bitfarms’ One-Month Volume Weighted Average Price Combination Would Enhance Bitfarms’ Financial Profile, Enabling Investments in Future Growth and Providing a Compelling Opportunity to Partic

May 28, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 28, 2024 Riot Platforms, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 28, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File Nu

May 28, 2024 EX-99.1

Riot Proposes to Acquire Bitfarms for US$2.30 Per Share to Create the World’s Largest Publicly Listed Bitcoin Miner Proposal Would Deliver Shareholders Substantial Value, Reflecting a 24% Premium to Bitfarms’ One-Month Volume Weighted Average Price C

Exhibit 99.1 Riot Proposes to Acquire Bitfarms for US$2.30 Per Share to Create the World’s Largest Publicly Listed Bitcoin Miner Proposal Would Deliver Shareholders Substantial Value, Reflecting a 24% Premium to Bitfarms’ One-Month Volume Weighted Average Price Combination Would Enhance Bitfarms’ Financial Profile, Enabling Investments in Future Growth and Providing a Compelling Opportunity to Par

May 28, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) On May 28, 2024, Riot Platforms, Inc. published the following posts on X (formerly known as Twitter) and LinkedIn: Non-Binding Proposal Riot cautions Riot shareholders, Bitfarms shareholders and others considering trading in Riot securities or Bitfarms

May 28, 2024 EX-2

May 28, 2024 Letter to the Board of Directors of the Company

Exhibit 2 Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 May 28, 2024 Board of Directors Bitfarms Ltd. 110 Yonge Street, Suite 1601 Toronto, ON M5C 1T4 Dear Directors: We were surprised by your swift rejection of our April 22nd proposal without the benefit of a thorough and informed evaluation. Further, we are disappointed that we have not been able to engage with you i

May 28, 2024 EX-99.1

Riot Proposes to Acquire Bitfarms for US$2.30 Per Share to Create the World’s Largest Publicly Listed Bitcoin Miner Proposal Would Deliver Shareholders Substantial Value, Reflecting a 24% Premium to Bitfarms’ One-Month Volume Weighted Average Price C

Exhibit 99.1 Riot Proposes to Acquire Bitfarms for US$2.30 Per Share to Create the World’s Largest Publicly Listed Bitcoin Miner Proposal Would Deliver Shareholders Substantial Value, Reflecting a 24% Premium to Bitfarms’ One-Month Volume Weighted Average Price Combination Would Enhance Bitfarms’ Financial Profile, Enabling Investments in Future Growth and Providing a Compelling Opportunity to Par

May 28, 2024 SC 13D

BITF / Bitfarms Ltd. / Riot Platforms, Inc. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.     )* Bitfarms Ltd. (Name of Issuer) Common Shares (Title of Class of Securities) 09173B107 (CUSIP Number) Riot Platforms, Inc. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 Telephone: (303) 794-2000 Attention to: William Jackman Executive Vice Pres

May 28, 2024 425

Filed by Riot Platforms, Inc.

Filed by Riot Platforms, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Bitfarms Ltd. (Commission File No. 001-40370) On May 28, 2024, Jason Les, Chief Executive Officer of Riot Platforms, Inc., published the following posts on X (formerly known as Twitter) and LinkedIn: Non-Binding Proposal Riot cautions Riot shareholders, Bitfarms shareholders and others considering

May 20, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

May 1, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 1, 2024 Riot Platforms, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 1, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File Num

May 1, 2024 EX-99.1

RIOT PLATFORMS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $79.3 Million in Total Revenue and Successful Energization of New Corsicana Facility

Exhibit 99.1 RIOT PLATFORMS REPORTS FIRST QUARTER 2024 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $79.3 Million in Total Revenue and Successful Energization of New Corsicana Facility CASTLE ROCK, Colo., May 1, 2024 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integrated Bitcoin mining, reported

May 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT UNDER SECTIO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT P

May 1, 2024 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) Q1 2024 Update May 1, 2024 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made

April 29, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(

April 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

April 18, 2024 EX-99.1

RIOT ENERGIZES NEW CORSICANA FACILITY IN NAVARRO COUNTY, TEXAS Riot Announces Energization of Its New Corsicana Facility, With Miners Now Hashing

EXHIBIT 99.1 RIOT ENERGIZES NEW CORSICANA FACILITY IN NAVARRO COUNTY, TEXAS Riot Announces Energization of Its New Corsicana Facility, With Miners Now Hashing CASTLE ROCK, COLO. / Globe Newswire / April 18, 2024 / Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integrated Bitcoin (“BTC”) mining, announced today that it has successfully energized the

April 18, 2024 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) Corporate Presentation April 18, 2024 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statement

April 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 18, 2024 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 18, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

April 16, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(

February 27, 2024 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) FY 2023 Update February 27, 2024 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are

February 27, 2024 EX-99.1

RIOT PURCHASES 31,500 MINERS FROM MICROBT TO ENHANCE AND EXPAND SELF-MINING OPERATIONS AT ITS ROCKDALE FACILITY Riot strengthens its self-mining operations by purchasing 31,500 WhatsMiner M60S miners from MicroBT. This strategic investment replaces u

Exhibit 99.1 RIOT PURCHASES 31,500 MINERS FROM MICROBT TO ENHANCE AND EXPAND SELF-MINING OPERATIONS AT ITS ROCKDALE FACILITY Riot strengthens its self-mining operations by purchasing 31,500 WhatsMiner M60S miners from MicroBT. This strategic investment replaces underperforming machines, boosts mining efficiency, and adds additional hash rate capacity at the Rockdale Facility · Order is for 31,500

February 27, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2024 (February 24, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2024 (February 24, 2024) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorpora

February 27, 2024 EX-10.1

Purchase Order No. 03, dated as of February 23, 2024, executed under that certain Master Purchase and Sale Agreement, dated as of June 23, 2023, by and between Riot Platforms, Inc. and MicroBT.

Exhibit 10.1 Execution Version MICROBT-RIOT MASTER PURCHASE & SALE AGREEMENT PURCHASE ORDER NO. 03 This Purchase Order No. 03 (this “Purchase Order”) is entered into, effective as of February 23, 2024 (the “Effective Date”), by and between (i) SuperAcme Technology (Hong Kong) Ltd., a limited company organized under the laws of Hong Kong, PRC (“MicroBT”), and (ii) Whinstone US, Inc., a corporation

February 26, 2024 424B5

Up to $750,000,000 of Shares of Common Stock, No Par Value per Share

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-259212 PROSPECTUS SUPPLEMENT (To Prospectus dated August 31, 2021) Up to $750,000,000 of Shares of Common Stock, No Par Value per Share We previously entered into a Sales Agreement, dated as of August 9, 2023 (the “Sales Agreement”), with our sales agents, Cantor Fitzgerald & Co., B. Riley Securities, Inc., BTIG, LLC, Roth Cap

February 26, 2024 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) Riot Platforms, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) Riot Platforms, Inc.

February 26, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

February 23, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 22, 2024 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 22, 2024 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

February 23, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT PLATFO

February 23, 2024 EX-99.1

RIOT REPORTS FULL YEAR 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports Record Results, with $280.7 Million in Total Revenue, 6,626 Bitcoin Produced, and Record Hash Rate Capacity of 12.4 EH/s

Exhibit 99.1 RIOT REPORTS FULL YEAR 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports Record Results, with $280.7 Million in Total Revenue, 6,626 Bitcoin Produced, and Record Hash Rate Capacity of 12.4 EH/s CASTLE ROCK, Colo., February 22, 2024, (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in vertically integra

February 23, 2024 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Riot Platforms (NASDAQ: RIOT) FY 2023 Update February 22, 2024 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are

February 23, 2024 EX-97

Riot Platforms Inc. Policy for the Recovery of Erroneously Awarded Compensation.

RIOT PLATFORMS, INC. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION I. POLICY OVERVIEW Riot Platforms, Inc., a Nevada corporation, (together with its consolidated subsidiaries, the “Company”) has adopted this Policy for the Recovery of Erroneously Awarded Compensation (this “Policy”) to set forth the Company’s criteria, process and procedures for the recovery of incentive- based compe

February 23, 2024 EX-4.20

Exhibit 4.20

Exhibit 4.20 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Riot Platforms, Inc. (“us”, “our”, “we”, “Riot”, or the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”): our common stock, no par value per share (“Common Stock”). CAPITAL STRUCTU

February 23, 2024 EX-21

List of Subsidiaries of Riot Platforms, Inc.

Exhibit 21 SUBSIDIARIES OF RIOT PLATFORMS, INC. The following is a list of subsidiaries of the registrant, Riot Platforms, Inc., a Nevada corporation (Nasdaq: RIOT), omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary of the registrant as of December 31, 2023: Name of Subsidiary Place of Formation Whinstone US, Inc. Delawar

February 13, 2024 SC 13G/A

RIOT / Riot Platforms, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Riot Platforms Inc Title of Class of Securities: Common Stock CUSIP Number: 767292105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ 

December 21, 2023 S-8

As filed with the U.S. Securities and Exchange Commission on December 21, 2023.

As filed with the U.S. Securities and Exchange Commission on December 21, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RIOT PLATFORMS, INC. (Exact name of registrant, as specified in its charter) Nevada 84-1553387 (State or other jurisdiction of incorporation) (I.R.S. Employer Id

December 21, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) RIOT PLATFORMS, INC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee(2) Equity Common stock, no par value per share 13,000,000 $17.

December 20, 2023 EX-4.1

Exhibit 4.1 of the Current Report on Form 8-K filed December 20, 2023.

Exhibit 4.1 FIFTH AMENDMENT TO THE 2019 EQUITY INCENTIVE PLAN This Fifth Amendment (the “Fifth Amendment”) to the 2019 Equity Incentive Plan, as amended (the “Plan”), as adopted by the unanimous approval of the members of the Board of Directors (the “Board”) of Riot Platforms, Inc. (the “Corporation”) upon the recommendation of the Compensation and Human Resources Committee of the Board (the “Comm

December 20, 2023 EX-4.2

2019 Equity Incentive Plan of Riot Platforms, Inc., as amended.

Exhibit 4.2 RIOT PLATFORMS, INC. 2019 EQUITY INCENTIVE PLAN 1.PURPOSE OF PLAN 1.1The purpose of this 2019 Equity Incentive Plan (this “Plan”) of Riot Platforms, Inc., a Nevada corporation, (the “Corporation”) is to promote the success of the Corporation and to increase stockholder value by providing an additional means through the grant of Awards to attract, motivate, retain and reward selected em

December 20, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 20, 2023 (December 14, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 20, 2023 (December 14, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorpora

December 6, 2023 EX-99.1

RIOT ANNOUNCES November 2023 PRODUCTION AND OPERATIONS UPDATES   Riot Produces 552 Bitcoin in November 2023 While Expanding Hash Rate and Miners Deployed

Exhibit 99.1 RIOT ANNOUNCES November 2023 PRODUCTION AND OPERATIONS UPDATES     Riot Produces 552 Bitcoin in November 2023 While Expanding Hash Rate and Miners Deployed    CASTLE ROCK, COLO. / Globe Newswire / December 6, 2023 / Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in Bitcoin (“BTC”) mining and data center hosting, announces unaudited production and ope

December 6, 2023 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 December 6, 2023 Riot Platforms (NASDAQ: RIOT) Corporate Presentation NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such stateme

December 6, 2023 EX-99.3

RIOT PURCHASES 18 EH/S AND SECURES LONG-TERM SUPPLY OF HASH RATE FROM MICROBT Riot Exercises Purchase Option on 18 EH/s of Latest Generation Immersion Miners from MicroBT, and Secures Additional Purchase Options Providing a Path to Exceed 100 EH/s

Exhibit 99.3 RIOT PURCHASES 18 EH/S AND SECURES LONG-TERM SUPPLY OF HASH RATE FROM MICROBT Riot Exercises Purchase Option on 18 EH/s of Latest Generation Immersion Miners from MicroBT, and Secures Additional Purchase Options Providing a Path to Exceed 100 EH/s ● Riot places order for 18 EH/s of latest generation MicroBT Bitcoin miners, primarily consisting of the leading-edge M66S model, for $290.

December 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 6, 2023 (December 4, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 6, 2023 (December 4, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporati

December 6, 2023 EX-10.1

Purchase Order No. 02, dated as of December 1, 2023, executed under that certain Master Purchase and Sales Agreement, dated as of June 23, 2023, by and between Riot Platforms, Inc. and MicroBT.

Exhibit 10.1 Pursuant to Item 601(b)(10)(iv) of Regulation S-K of the Securities Act of 1933, as amended, certain information has been excluded from this Exhibit 10.1 by removing the excluded text and inserting “[****]” in its place. Such information has been excluded from this Exhibit 10.1 because the registrant customarily and actually treats such information as private or confidential, and it i

November 8, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 8, 2023 (November 7, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 8, 2023 (November 7, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporati

November 8, 2023 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Q3 2023 Quarterly Update November 7 , 2023 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made in reliance on

November 8, 2023 EX-99.1

RIOT PLATFORMS REPORTS Third QUARTER 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $51.9 Million in Total Revenue, New All-Time Record Hash Rate Capacity of 10.9 EH/s, and Expanded Execution of Power Strategy

Exhibit 99.1 RIOT PLATFORMS REPORTS Third QUARTER 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $51.9 Million in Total Revenue, New All-Time Record Hash Rate Capacity of 10.9 EH/s, and Expanded Execution of Power Strategy CASTLE ROCK, Colo., November 7, 2023 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in B

November 8, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT UNDER SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RI

November 1, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

October 17, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

October 17, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

September 6, 2023 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 September 6, 2023 Riot Platforms (NASDAQ: RIOT) Corporate Presentation NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statem

September 6, 2023 EX-99.1

RIOT ANNOUNCES AUGUST 2023 PRODUCTION AND OPERATIONS UPDATES Riot Produces 333 Bitcoin While Realizing Expanded Benefits of Power Strategy

Exhibit 99.1 RIOT ANNOUNCES AUGUST 2023 PRODUCTION AND OPERATIONS UPDATES Riot Produces 333 Bitcoin While Realizing Expanded Benefits of Power Strategy CASTLE ROCK, COLO. / Globe Newswire / September 6, 2023 / Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in Bitcoin (“BTC”) mining and data center hosting, announces unaudited production and operations updates for

September 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 6, 2023 Riot Platforms,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 6, 2023 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission Fi

August 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT PL

August 9, 2023 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) Riot Platforms, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) Riot Platforms, Inc.

August 9, 2023 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 August 9th, 2023 Q2 2023 Quarterly Update NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made in reliance on

August 9, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 9, 2023 Riot Platforms, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 9, 2023 Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission File

August 9, 2023 EX-99.1

RIOT Platforms REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $76.7 Million in Total Revenue, New All-Time Record Hash Rate Capacity of 10.7 EH/s, and Expanded Execution of Power Strategy

Exhibit 99.1 RIOT Platforms REPORTS SECOND QUARTER 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $76.7 Million in Total Revenue, New All-Time Record Hash Rate Capacity of 10.7 EH/s, and Expanded Execution of Power Strategy CASTLE ROCK, Colo., August 9, 2023 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in Bi

August 9, 2023 EX-1.1

Controlled Equity OfferingSM Sales Agreement, dated as of August 9, 2023, by and among Riot Platforms, Inc. and the Sales Agents.

Exhibit 1.1 Riot Platforms, Inc. Shares of Common Stock (no par value per share) Controlled Equity OfferingSM Sales Agreement August 9, 2023 Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 B. Riley Securities, Inc. 299 Park Avenue, 21st Floor New York, New York 10171 BTIG, LLC 65 E 55th Street New York, New York 10022 Roth Capital Partners, LLC 888 San Clemente Drive Newport Beach, Cali

August 9, 2023 424B5

Up to $750,000,000 of Shares of Common Stock, No Par Value per Share

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-259212 PROSPECTUS SUPPLEMENT (To Prospectus dated August 31, 2021) Up to $750,000,000 of Shares of Common Stock, No Par Value per Share We entered into a Sales Agreement, dated as of August 9, 2023 (the “Sales Agreement”), with our sales agents, Cantor Fitzgerald & Co., B. Riley Securities, Inc., BTIG, LLC, Roth Capital Partne

July 19, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 19, 2023 (July 13, 2023) Rio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 19, 2023 (July 13, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (C

July 19, 2023 EX-10.1

Form of Riot Platforms, Inc. Long-Term Incentive Program Award Agreement.

Exhibit 10.1 Riot Platforms, Inc. Notice of Grant of equity award July 13, 2023 This Notice of Grant of Equity Award (this “Notice of Grant”) is to notify you, the “Participant” identified in the “Summary of Award” below, that, contingent upon your acknowledgement and acceptance of the attached Long-Term Incentive Program (“LTIP”) Award Agreement (the “Award Agreement”) by and between you and Riot

July 13, 2023 S-8

As filed with the U.S. Securities and Exchange Commission on July 13, 2023.

As filed with the U.S. Securities and Exchange Commission on July 13, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RIOT PLATFORMS, INC. (Exact name of registrant, as specified in its charter) Nevada 84-1553387 (State or other jurisdiction of incorporation) (I.R.S. Employer Identi

July 13, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) RIOT PLATFORMS, INC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee(2) Equity Common stock, no par value per share Rule 457(c) 4,000,000 $16.

July 10, 2023 SC 13G/A

RIOT / Riot Platforms Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Riot Platforms Inc. Title of Class of Securities: Common Stock CUSIP Number: 767292105 Date of Event Which Requires Filing of this Statement: June 30, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rul

June 30, 2023 EX-4.2

Riot Blockchain, Inc. 2019 Equity Incentive Plan, as amended.

Exhibit 4.2 RIOT BLOCKCHAIN, INC. 2019 EQUITY INCENTIVE PLAN 1. PURPOSE OF PLAN 1.1The purpose of this 2019 Equity Incentive Plan (this “Plan”) of Riot Blockchain, Inc., a Nevada corporation (the “Corporation”), is to promote the success of the Corporation and to increase stockholder value by providing an additional means through the grant of Awards to attract, motivate, retain and reward selected

June 30, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 30, 2023 (June 26, 2023) Rio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 30, 2023 (June 26, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (C

June 30, 2023 EX-4.1

Exhibit 4.1 of the Current Report on Form 8-K filed June 30, 2023.

Exhibit 4.1 FOURTH AMENDMENT TO THE RIOT BLOCKCHAIN, INC. 2019 EQUITY INCENTIVE PLAN This Fourth Amendment (the “Fourth Amendment”) to the Riot Blockchain, Inc. 2019 Equity Plan, as amended (the “Plan”), as adopted by the unanimous approval of the members of the Board of Directors (the “Board”) of Riot Platforms, Inc. (the “Company”) upon the recommendation of the Compensation and Human Resources

June 30, 2023 EX-3.1

Exhibit 3.1 of the Current Report on Form 8-K filed June 30, 2023.

Exhibit 3.1 Amended and Restated Bylaws of Riot Platforms, Inc. (a Nevada corporation) Amended and Restated as of June 27, 2023 TABLE OF CONTENTS Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Notice of Business to be Brought before a Meeting. 1 2.4 Notice of Nominations for E

June 30, 2023 EX-99.1

RIOT PURCHASES 7.6 EH/S OF NEXT GENERATION MINERS FROM MICROBT, MANUFACTURED IN THE UNITED STATES Landmark deal includes an initial purchase of 33,280 miners to increase self-mining capacity to 20.1 EH/s upon full deployment in 2024. Agreement also i

Exhibit 99.1 RIOT PURCHASES 7.6 EH/S OF NEXT GENERATION MINERS FROM MICROBT, MANUFACTURED IN THE UNITED STATES Landmark deal includes an initial purchase of 33,280 miners to increase self-mining capacity to 20.1 EH/s upon full deployment in 2024. Agreement also includes an option to purchase up to 66,560 additional miners at same terms. CASTLE ROCK, CO. / Globe Newswire / June 26 2023 / Riot Platf

June 30, 2023 EX-14.1

Riot Platforms, Inc. Code of Ethics and Business Conduct.

Exhibit 14.1 RIOT PLATFORMS, INC. CODE OF ETHICS AND BUSINESS CONDUCT Effective June 27, 2023 Our core values of transparency, accountability, urgency, teamwork, and attention to detail drive our culture, vision, and mission. This Code of Ethics and Business Conduct (this “Code”) has been adopted by Riot Platforms, Inc. (the “Company”) to provide written standards and guidance to the Company’s dir

June 30, 2023 EX-10.1

Form of Riot Platforms, Inc. Long-Term Incentive Program Award Agreement.

Pursuant to Item 601(b)(10)(iv) of Regulation S-K of the Securities Act of 1933, as amended, certain information has been excluded from this Exhibit 10.

June 5, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

June 1, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 (June 1, 2023) Riot

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 (June 1, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Com

June 1, 2023 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) RIOT PLATFORMS, INC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES 2 tmb-20230601xexfilingfees.htm EX-FILING FEES Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables 424B7 (Form Type) RIOT PLATFORMS, INC (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum

June 1, 2023 424B7

RIOT PLATFORMS, INC. 70,165 Shares of Common Stock, No Par Value per Share Offered by the Selling Stockholders

PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(7) (to Prospectus dated August 31, 2021) Registration No.

May 25, 2023 DEFR14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1)   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

May 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2023 (May 18, 2023) Riot

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2023 (May 18, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Com

May 22, 2023 EX-16.1

Letter of Marcum LLP to the Securities and Exchange Commission, dated May 22, 2023.

Exhibit 16.1 May 22, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Riot Platforms, Inc. under Item 4.01 of its Form 8-K dated May 18, 2023. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Riot Platforms, Inc. contained therei

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT UNDER SECTIO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT P

May 10, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2023 (May 10, 2023) Riot

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2023 (May 10, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Com

May 10, 2023 EX-99.2

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.2 Q1 2023 Quarterly Update May 10, 2023 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made in reliance on the

May 10, 2023 EX-99.1

RIOT PLATFORMS REPORTS FIRST QUARTER 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $73.2 Million in Total Revenue, and New All-Time Records in 2,115 Bitcoin Produced and Hash Rate Capacity of 10.5 EH/s

Exhibit 99.1 RIOT PLATFORMS REPORTS FIRST QUARTER 2023 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports $73.2 Million in Total Revenue, and New All-Time Records in 2,115 Bitcoin Produced and Hash Rate Capacity of 10.5 EH/s CASTLE ROCK, Colo., May 10, 2023 (GLOBE NEWSWIRE) - Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot” or “the Company”), an industry leader in Bitcoin (“BT

May 1, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

May 1, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A   Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

March 24, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2023 (March 24, 2023) R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2023 (March 24, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation)

March 24, 2023 EX-99.1

Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees

Exhibit 99.1 Investor Presentation March 24, 2023 NASDAQ: RIOT Statements in this presentation that are not statements of historical fact are forward-looking statements that reflect management’s current expectations, assumptions, and estimates of future performance and economic conditions, and are not guarantees of future performance or actual results. Such statements are made in reliance on the s

March 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2023 (March 13, 2023) R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2023 (March 13, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation)

March 2, 2023 EX-4.18

Exhibit 4.18

Exhibit 4.18 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Riot Platforms, Inc. (“us”, “our”, “we”, “Riot”, or the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”): our common stock, no par value per share (“Common Stock”). CAPITAL STRUCTU

March 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 2, 2023 (February 27, 2023)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 2, 2023 (February 27, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation

March 2, 2023 EX-21

List of Subsidiaries of Riot Platforms, Inc.

Exhibit 21 SUBSIDIARIES OF RIOT PLATFORMS, INC. The following is a list of subsidiaries of the registrant, Riot Platforms, Inc., a Nevada corporation (Nasdaq: RIOT), omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary of the registrant as of December 31, 2022: Name of Subsidiary Place of Formation Whinstone US, Inc. Delawar

March 2, 2023 NT 10-K

UNITED STATES

UNITED STATES OMB Number: 3235-0058 SECURITIES AND EXCHANGE COMMISSION Expires: April 30, 2025 Washington, D.

March 2, 2023 10-K

Annual Report on Form 10-K for the fiscal year ended December 31, 2022

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to: Commission file number: 001-33675 RIOT PLATFO

February 9, 2023 SC 13G/A

RIOT / Riot Blockchain Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01800-riotblockchaininc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Riot Blockchain Inc. Title of Class of Securities: Common Stock CUSIP Number: 767292105 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to desig

February 1, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2023 (February 1, 2023) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporati

January 3, 2023 EX-3.1

Articles of Merger between Riot Blockchain, Inc. and Riot Platforms, Inc.

Exhibit 3.1

January 3, 2023 EX-2.1

Plan of Merger, dated effective as of December 30, 2022, by and between Riot Blockchain, Inc. and Riot Platforms, Inc.

Exhibit 2.1 AGREEMENT AND Plan of Merger THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 23, 2022, is by and between Riot Blockchain, Inc., a Nevada corporation (“Parent”), and Riot Platforms, Inc., a Nevada corporation and a direct, wholly-owned subsidiary of Parent (“Merger Sub”). Parent and Merger Sub are sometimes collectively referred to as the “Constituent Corporat

January 3, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2023 (December 30, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2023 (December 30, 2022) Riot Platforms, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporati

January 3, 2023 EX-99.1

RIOT Blockchain, Inc. ANNOUNCES CORPORATE REBRANDING to RIOT PLATFORMS, INC. Riot Blockchain, Inc. Announces Corporate Rebranding to Riot Platforms, Inc., Reflecting Increasingly Diversified, Bitcoin-Driven, Business Operations

Exhibit 99.1 RIOT Blockchain, Inc. ANNOUNCES CORPORATE REBRANDING to RIOT PLATFORMS, INC. Riot Blockchain, Inc. Announces Corporate Rebranding to Riot Platforms, Inc., Reflecting Increasingly Diversified, Bitcoin-Driven, Business Operations CASTLE ROCK, CO. / Globe Newswire / January 3, 2023 / Riot Platforms, Inc. (NASDAQ: RIOT) (“Riot,” “Riot Platforms, Inc.” or “the Company”), (formerly Riot Blo

December 14, 2022 EX-99.1

Investor Presentation, dated as of December 14, 2022.

Exhibit 99.1

December 14, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2022 (December 14, 2022) Riot Blockchain, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorpor

November 23, 2022 EX-21

List of Subsidiaries of Riot Blockchain, Inc.*

Exhibit 21 SUBSIDIARIES OF RIOT BLOCKCHAIN, INC. The following is a list of subsidiaries of the registrant, Riot Blockchain, Inc., a Nevada corporation (Nasdaq: RIOT), omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary of the registrant as of December 31, 2021: Name of Subsidiary Place of Formation Whinstone US, Inc. Delaw

November 23, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment no. 2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment no. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from:  to:   Commission file number: 001-33675 RIOT B

November 23, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 23, 2022 (November 17, 2022) Riot Blockchain, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorpor

November 23, 2022 EX-3.1

Amendment to the Articles of Incorporation of Riot Blockchain, Inc. dated November 21, 2022.

EXHIBIT 3.1 CERTIFICATE OF AMENDMENT TO ARTICLES OF INCORPORATION OF RIOT BLOCKCHAIN, INC. Pursuant to section 78.390 of the Nevada Revised Statutes, RIOT BLOCKCHAIN, INC., a Nevada corporation (the ?Corporation?), hereby adopts the following amendment to its Articles of Incorporation, as amended (the ?Articles of Incorporation?). 1. The Corporation?s Articles of Incorporation are hereby amended b

November 7, 2022 EX-10.3

Form of Executive Employment Agreement.

Exhibit 10.3 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this “Agreement”) is made and entered into, effective as of [•], 20[•] (the “Effective Date”), by and between [•] (“Employee”), an individual resident of [•], and Riot Blockchain, Inc., a Nevada corporation (“Riot” and, together with its consolidated subsidiaries, the “Company”). Employee and the Company are sometimes

November 7, 2022 EX-10.1

Form of Service-Based Restricted Stock Award Agreement.

Exhibit 10.1 Riot Blockchain, Inc. 2019 Equity Incentive Plan Restricted Stock Award Notice of Grant This Notice of Grant is to notify you, the “Participant” identified in the “Summary of Award” below, that, subject and pursuant to the terms of the attached Restricted Stock Award Agreement (the “Award Agreement”) by and between you and Riot Blockchain, Inc., a Nevada corporation, for itself and fo

November 7, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33675 Riot Blockchain, Inc.

November 7, 2022 EX-4.1

Third Amendment to the Riot Blockchain, Inc. 2019 Equity Incentive Plan.

Exhibit 4.1 THIRD AMENDMENT TO THE RIOT BLOCKCHAIN, INC. 2019 EQUITY INCENTIVE PLAN This Third Amendment (the “Third Amendment”) to the Riot Blockchain, Inc. 2019 Equity Plan, as amended (the “Plan”), as adopted by the unanimous approval of the members of the Board of Directors (the “Board”) of Riot Blockchain, Inc. (the “Company”) upon the recommendation of the Compensation and Human Resources Co

November 7, 2022 EX-10.2

Form of Performance-Based Restricted Stock Award Agreement.

Exhibit 10.2 Riot Blockchain, Inc. 2019 Equity Incentive Plan Restricted Stock Award Notice of Grant This Notice of Grant is to notify you, the “Participant” identified in the “Summary of Award” below, that, subject and pursuant to the terms of the attached Restricted Stock Award Agreement (the “Award Agreement”) by and between you and Riot Blockchain, Inc., a Nevada corporation, for itself and fo

October 27, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitiv

October 25, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitiv

October 19, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitiv

October 3, 2022 EX-10.2

Exhibit 10.2 of the Current Report on Form 8-K filed October 3, 2022.

Exhibit 10.2 Riot Blockchain, Inc. 2019 Equity Incentive Plan Restricted Stock Award Notice of Grant This Notice of Grant is to notify you, the ?Participant? identified in the ?Summary of Award? below, that, subject and pursuant to the terms of the attached Restricted Stock Award Agreement (the ?Award Agreement?) by and between you and Riot Blockchain, Inc., a Nevada corporation, for itself and fo

October 3, 2022 EX-10.1

Exhibit 10.1 of the Current Report on Form 8-K filed October 3, 2022.

Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this ?Agreement?) is made and entered into, effective as of [?], 20[?] (the ?Effective Date?), by and between [?] (?Employee?), an individual resident of [?], and Riot Blockchain, Inc., a Nevada corporation (?Riot? and, together with its consolidated subsidiaries, the ?Company?). Employee and the Company are sometimes

October 3, 2022 EX-10.3

Form of Service-Based Restricted Stock Award Agreement

Exhibit 10.3 Riot Blockchain, Inc. 2019 Equity Incentive Plan Restricted Stock Award Notice of Grant This Notice of Grant is to notify you, the ?Participant? identified in the ?Summary of Award? below, that, subject and pursuant to the terms of the attached Restricted Stock Award Agreement (the ?Award Agreement?) by and between you and Riot Blockchain, Inc., a Nevada corporation, for itself and fo

October 3, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitted by

October 3, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2022 (September 27, 2022) Riot Blockchain, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorpora

October 3, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definiti

September 23, 2022 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as Amended Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitted by

September 23, 2022 EX-4.7

Third Amendment to the Riot Blockchain, Inc. 2019 Equity Incentive Plan

Exhibit 4.7 THIRD AMENDMENT TO THE RIOT BLOCKCHAIN, INC. 2019 EQUITY INCENTIVE PLAN This Third Amendment (the ?Third Amendment?) to the Riot Blockchain, Inc. 2019 Equity Plan, as amended (the ?Plan?), as adopted by the unanimous approval of the members of the Board of Directors (the ?Board?) of Riot Blockchain, Inc. (the ?Company?) upon the recommendation of the Compensation and Human Resources Co

September 23, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2022 Riot Blockchain, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporation) (Commission

September 23, 2022 S-8

As filed with the U.S. Securities and Exchange Commission on September 23, 2022.

As filed with the U.S. Securities and Exchange Commission on September 23, 2022. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RIOT BLOCKCHAIN, INC. (Exact name of registrant, as specified in its charter) Nevada 84-1553387 (State or other jurisdiction of incorporation) (I.R.S. Employer

September 23, 2022 EX-FILING FEES

Calculation of Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Riot Blockchain, Inc.

August 16, 2022 EX-99.1

Riot Blockchain, Inc. and Subsidiaries Reconciliation of GAAP and Non-GAAP Financial Information

Exhibit 99.1 RIOT REPORTS second QUARTER 2022 FINANCIAL RESULTS, CURRENT OPERATIONAL AND FINANCIAL HIGHLIGHTS Riot Reports Q2 2022 Results, with $72.9 Million in Total Revenue, 1,395 BTC Produced, and Strengthened Financial Position CASTLE ROCK, Colo., August 15, 2022 (GLOBE NEWSWIRE) - Riot Blockchain, Inc. (NASDAQ: RIOT) (?Riot,? or ?the Company?), an industry leader in Bitcoin (?BTC?) mining an

August 16, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2022 (August 15, 2022) Riot Blockchain, Inc. (Exact name of registrant as specified in its charter) Nevada 001-33675 84-1553387 (State or other jurisdiction of incorporatio

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT UNDER SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ??QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ??TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33675 Riot Blockchain, Inc. (Exac

August 9, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response?????.2.50 SEC File Number: 001-33675 CUSIP Number: 767292 105 (Check One): o Form 10-K o Form 20-F o Form 11-K ? Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2022 o Tra

August 2, 2022 EX-14.1

Riot Platforms, Inc. Code of Ethics and Business Conduct Adopted June 27, 2023.

Exhibit 14.1 RIOT BLOCKCHAIN, INC. CODE OF ETHICS AND BUSINESS CONDUCT Effective July 27, 2022 Our core values of transparency, accountability, urgency, and attention to detail drive our culture, vision, and mission. This Code of Ethics and Business Conduct (this “Code”) has been adopted by Riot Blockchain, Inc. (the “Company”) to provide written standards and guidance to the Company’s directors,

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