Kelly Patrick Arthur 4

What Happened Kelly Patrick Arthur, Co‑President and COO of Cipher Digital (CIFR), had 166,667 restricted stock units (RSUs) vest and convert to common shares on June 14, 2026. To satisfy tax withholding obligations, 85,084 of those shares were surrendered on June 16, 2026 at an effective withholding price of $26.03 per share, resulting in $2,214,737 paid to cover taxes. The conversion/settlement is recorded as the exercise/conversion of a derivative (code M) and the withholding as a payment of tax liability (code F).

Key Details

• Transaction dates: RSU conversion 2026-06-14; tax withholding shares surrendered 2026-06-16.
• Withheld/disposed: 85,084 shares @ $26.03 = $2,214,737 (tax withholding).
• Converted/vested: 166,667 RSUs converted to shares on 2026-06-14 (recorded as derivative exercise/conversion).
• Footnotes: F1—each RSU equals the right to one share; F2—these RSUs vested in equal installments on June 14, 2024, 2025 and 2026, subject to continued service.
• Filing: Form 4 was filed on 2026-06-16 for transactions on 2026-06-14, which appears to be within the typical two-business-day reporting window.
• Shares owned after transaction: Not specified in this Form 4.

Context This transaction reflects a routine vesting and tax-withholding event for RSUs rather than an open-market sale driven by trading intent. In plain terms: RSUs converted into shares, and the company/broker retained (withheld) a portion of those shares to pay required taxes (a common cashless settlement approach). Transaction codes: M = exercise/conversion of derivative (conversion of RSUs); F = payment of exercise price or tax liability (share withholding).