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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 0 (1) | 08/02/2022 | M | 12,000 | (4) | (4) | Common Stock | 12,000 | $ 0 (1) | 55,321 (3) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Jackman William Richard C/O RIOT BLOCKCHAIN, INC. 3855 AMBROSIA STREET, STE. 301 CASTLE ROCK, CO 80109 |
EVP & General Counsel |
/s/ William R. Jackman | 08/03/2022 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Under the Riot Blockchain, Inc. 2019 Equity Incentive Plan, as amended, (the "Plan") vested Restricted Stock Units ("RSUs") are, upon settlement by the Issuer in accordance with the procedures of the Plan, convertible into shares of the Issuer's common stock, no par value per share, on a one-for-one basis, subject to any net settlement permitted by the Plan and approved by the Issuer's Compensation and Human Resources Committee (the "Committee"). |
(2) | Represents the total direct and indirect beneficial ownership of the indicated security held by the Reporting Person immediately following the reported transaction. |
(3) | Represents net settlement of the conversion of 12,000 vested RSUs reported in Table II, as permitted under the Plan and approved by the Committee. |
(4) | Represents the conversion upon settlement by the Issuer of vested portion of the performance-based RSUs granted to the Reporting Person by the Issuer on August 12, 2021, which vested upon the Issuer's achievement of the performance criteria established by the Committee under Plan corresponding to 12,000 RSUs. |