Cipher Digital Inc.·4

Jun 23, 8:13 PM ET

Page Tyler 4

4 · Cipher Digital Inc. · Filed Jun 23, 2026

Research Summary

AI-generated summary of this filing

Updated

Cipher Digital (CIFR) CEO Tyler Page Receives 1.42M PSUs; 724.5K Withheld

What Happened

  • Tyler Page, CEO of Cipher Digital (CIFR), had the third tranche of performance stock units (PSUs) vest on June 22, 2026. The vesting resulted in the conversion/issuance of 1,419,236 shares of common stock.
  • To cover tax withholding, 724,520 of those shares were surrendered at a withholding price of $28.14, yielding proceeds of $20,387,993. After withholding, the net shares issued to Page were approximately 694,716.
  • This was not an open-market purchase or sale as such; it was the settlement of vested PSUs (an award conversion), with a share surrender for taxes (routine tax-withholding).

Key Details

  • Transaction date: June 22, 2026 (Form filed June 23, 2026 — timely).
  • Vesting/conversion: 1,419,236 PSUs → 1,419,236 shares (derivative code M).
  • Tax withholding (disposition code F): 724,520 shares withheld at $28.14 each = $20,387,993.
  • Net shares received: ~694,716 (1,419,236 vested − 724,520 withheld).
  • Footnotes of interest:
    • F1: Each PSU equals a contingent right to one share.
    • F3: PSUs vest in three tranches tied to market-cap hurdles; the third tranche vested on June 22, 2026; PSUs have no expiration.
    • F2: On May 12, 2026, Page transferred 400,000 shares to Impa Holdings LLC, which he manages; a family trust owns that LLC.
  • Filing timeliness: Reported promptly (Form 4 filed the next day); not marked late.

Context

  • These entries reflect a compensation event (vesting/conversion of PSUs) rather than a market buy or sell; the only “sale” activity reported was the surrender of shares to satisfy tax obligations — a common administrative step that does not necessarily indicate a change in insider sentiment.
  • For retail investors: vested awards increase an insider’s share stake (net ~694.7K shares here) but also often result in substantial share-withholding for taxes.

Insider Transaction Report

Form 4
Period: 2026-06-22
Page Tyler
DirectorChief Executive Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-06-22+1,419,2369,689,582 total
  • Tax Payment

    Common Stock

    2026-06-22$28.14/sh724,520$20,387,9938,965,062 total
  • Exercise/Conversion

    Performance Stock Units

    [F1][F3]
    2026-06-221,419,2360 total
    Common Stock (1,419,236 underlying)
Holdings
  • Common Stock

    [F2]
    (indirect: See Footnote)
    400,000
Footnotes (3)
  • [F1]Each performance stock unit ("PSU") represents a contingent right to receive one share of Issuer's Common Stock.
  • [F2]On May 12, 2026, the Reporting Person transferred 400,000 shares of the Issuer's Common Stock to Impa Holdings LLC. The Reporting Person serves as the managing member of Impa Holdings LLC, and 100% of its membership interests are held by a trust for the benefit of certain members of the Reporting Person's immediate family over which the Reporting Person has investment authority.
  • [F3]The PSUs vest, if at all, in three tranches based on the Issuer's achievement of certain market capitalization thresholds. The third tranche of the PSUs vested on June 22, 2026. The PSUs have no expiration date.
Signature
/s/ William Iwaschuk, Attorney-in-Fact for Tyler Page|2026-06-23

Documents

1 file
  • 4
    wk-form4_1782260004.xmlPrimary

    FORM 4