Riot Platforms, Inc. DEF 14A Filing

Ticker: RIOT · Form: DEF 14A · Filed: Apr 29, 2024 · CIK: 1167419

Riot Platforms, Inc. DEF 14A Filing Summary
FieldDetail
CompanyRiot Platforms, Inc. (RIOT)
Form TypeDEF 14A
Filed DateApr 29, 2024
Risk Levellow
Pages15
Reading Time19 min
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Riot Platforms, Executive Compensation, SEC Filing, Corporate Governance

TL;DR

<b>Riot Platforms, Inc. filed its DEF 14A with the SEC on April 29, 2024, detailing executive compensation and corporate governance for the fiscal year ending December 31, 2024.</b>

AI Summary

Riot Platforms, Inc. (RIOT) filed a Proxy Statement (DEF 14A) with the SEC on April 29, 2024. Riot Platforms, Inc. filed a DEF 14A with the SEC on April 29, 2024. The filing pertains to the fiscal year ending December 31, 2024. The company was formerly known as Riot Blockchain, Inc. and Bioptix, Inc. The filing includes executive compensation data for 2023 and 2022. Key dates related to executive compensation and awards are detailed for fiscal years 2020-2023.

Why It Matters

For investors and stakeholders tracking Riot Platforms, Inc., this filing contains several important signals. This DEF 14A filing provides crucial information on executive compensation, stock awards, and adjustments for the fiscal years 2021-2023, which is vital for shareholders to understand how management is incentivized. The document's historical company name changes and the detailed breakdown of equity awards and their fair value adjustments offer insights into the company's evolution and financial reporting practices regarding executive remuneration.

Risk Assessment

Risk Level: low — Riot Platforms, Inc. shows low risk based on this filing. The filing is a routine DEF 14A, providing standard disclosure information without immediate market-moving events.

Analyst Insight

Shareholders should review the executive compensation details and any proposed resolutions in this filing to make informed voting decisions.

Executive Compensation

NameTitleTotal Compensation
Jason LesMember
Jeffrey McgonegalMember

Key Numbers

  • 2023-12-31 — Fiscal Year End (Fiscal year end date)
  • 2024-04-29 — Filing Date (Date the DEF 14A was filed)
  • 2023-01-01 — Reporting Period Start (Start date for compensation reporting)
  • 2023-12-31 — Reporting Period End (End date for compensation reporting)

Key Players & Entities

  • Riot Platforms, Inc. (company) — Filer name
  • DEF 14A (document) — Form type
  • 2024-04-29 (date) — Filing date
  • 2024-06-12 (date) — Period of report
  • Riot Blockchain, Inc. (company) — Former company name
  • Bioptix, Inc. (company) — Former company name
  • Jason Les (person) — Executive member
  • Jeffrey Mcgonegal (person) — Executive member

FAQ

When did Riot Platforms, Inc. file this DEF 14A?

Riot Platforms, Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 29, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Riot Platforms, Inc. (RIOT).

Where can I read the original DEF 14A filing from Riot Platforms, Inc.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Riot Platforms, Inc..

What are the key takeaways from Riot Platforms, Inc.'s DEF 14A?

Riot Platforms, Inc. filed this DEF 14A on April 29, 2024. Key takeaways: Riot Platforms, Inc. filed a DEF 14A with the SEC on April 29, 2024.. The filing pertains to the fiscal year ending December 31, 2024.. The company was formerly known as Riot Blockchain, Inc. and Bioptix, Inc..

Is Riot Platforms, Inc. a risky investment based on this filing?

Based on this DEF 14A, Riot Platforms, Inc. presents a relatively low-risk profile. The filing is a routine DEF 14A, providing standard disclosure information without immediate market-moving events.

What should investors do after reading Riot Platforms, Inc.'s DEF 14A?

Shareholders should review the executive compensation details and any proposed resolutions in this filing to make informed voting decisions. The overall sentiment from this filing is neutral.

Risk Factors

  • Disclosure Requirements [low — regulatory]: The company must comply with SEC regulations for proxy statements, including detailed disclosures on executive compensation and corporate actions.
  • Valuation of Equity Awards [medium — financial]: Accurate valuation and reporting of equity awards and their changes in fair value are critical for financial transparency.

Key Dates

  • 2024-04-29: DEF 14A Filing — Filed proxy statement for the fiscal year ending 2024.
  • 2023-12-31: Fiscal Year End — End of the reporting period for which compensation data is provided.

Filing Stats: 4,635 words · 19 min read · ~15 pages · Grade level 12.4 · Accepted 2024-04-29 16:30:35

Filing Documents

EXECUTIVE COMPENSATION COMPARISON PEER GROUP

EXECUTIVE COMPENSATION COMPARISON PEER GROUP 51 COMPENSATION AND HUMAN RESOURCES COMMITTEE REPORT 52

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 53 SUMMARY COMPENSATION TABLE 53 GRANTS OF PLAN-BASED AWARDS TABLE FOR FISCAL YEAR 2023 55 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END TABLE 56 OPTION EXERCISES AND STOCK VESTED TABLE 58 POTENTIAL POST-EMPLOYMENT BENEFITS 58 CEO PAY RATIO 60 PAY VS. PERFORMANCE 60 PAY-FOR-PERFORMANCE ALIGNMENT 63 PROPOSAL NO.4 APPROVAL TO AMEND THE COMPANY'S ARTICLES OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK 66 PROPOSAL NO.5 APPROVAL OF THE SIXTH AMENDMENT TO THE 2019 EQUITY PLAN TO INCREASE THE NUMBER OF SHARES RESERVED FOR ISSUANCE THEREUNDER BY 15,000,000 SHARES 68

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 78 OTHER MATTERS 79 DELINQUENT SECTION 16(A) REPORTS 79 INCORPORATION BY REFERENCE 79 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 80 APPENDIX A: PROXY CARD A-1 APPENDIX B: RECONCILIATION OF GAAP MEASURE TO ADJUSTED EBITDA B-1 APPENDIX C: CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF RIOT PLATFORMS, INC. C-1 APPENDIX D: SIXTH AMENDMENT TO THE 2019 EQUITY INCENTIVE PLAN D-1 APPENDIX E: 2019 EQUITY INCENTIVE PLAN, AS AMENDED E-1 Table of Contents RIOT PLATFORMS, INC. 3855 Ambrosia Street, Suite 301 Castle Rock, CO 80109 PROXY STATEMENT FOR THE 2024 ANNUAL GENERAL MEETING OF STOCKHOLDERS INTRODUCTION This Proxy Statement, along with the accompanying Notice of 2024 Annual General Meeting of Stockholders (the "Notice"), contains information about the 2024 Annual General Meeting of the stockholders of Riot Platforms, Inc., including any adjournments or postponements thereof (the "Annual Meeting"). In this Proxy Statement, we refer to Riot Platforms, Inc., a Nevada corporation, and its consolidated subsidiaries, as "Riot," "Riot Platforms," the "Company," "we," "us" or "our." We are holding the Annual Meeting at 10:00 a.m. (Eastern Time) on Wednesday, June 12, 2024, or such later date or dates as the Annual Meeting may be adjourned or postponed. The Annual Meeting will be virtual-only and held exclusively online via the virtual meeting portal, at www.virtualstockholdermeeting.com/RIOT2024 , and no option to attend the virtual Annual Meeting in-person will be available. For specific instructions on how to attend the virtual Annual Meeting, please see " How do I vote? " beginning on page 2 of this Proxy Statement. This Proxy Statement, the accompanying proxy card and, though not part of this Proxy Statement, our Annual Report on Form 10-K for the year ended December 31, 2023 ("2023 Annual Report") are being mailed, commencing on or about April 29 , 20

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