Cipher Mining Inc
For the period ended Dec 31, 2023. Filed Mar 5, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 5, 2024
CIFR$6.53-4.1%Stored close · as of Nov 10, 2026
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Item 15. Exhibit and Financial Statement Schedules
(a)
(1) Financial Statements.
The following documents are included on pages F‑1 through F‑40 attached hereto and are filed as part of this Annual Report on Form 10‑K.
Index to Consolidated Financial Statements
| Page | |
| Report of Independent Registered Public Accounting Firm | F‑2 |
|---|---|
| Consolidated Balance Sheets as of December 31, 2023 and 2022 | F‑3 |
| Consolidated Statements of Operations for the years ended December 31, 2023 and December 31, 2022 | F‑4 |
| Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the years ended December 31, 2023 and December 31, 2022 | F‑5 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2023 and December 31, 2022 | F‑6 |
| Notes to Consolidated Financial Statements | F‑8 |
(a)
(2) Financial Statement Schedules.
All financial statement schedules have been omitted because they are not applicable, not material or because the information required is already included in the consolidated financial statements or the notes thereto.
(a)
(3) Exhibits.
The following is a list of exhibits filed as part of this Annual Report on Form 10‑K.
| Incorporated by Reference · Filed/ | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · From · File No · Exhibit · FilingDate · FurnishedHerewith | |||||
| 2.1† | Agreement and Plan of Merger, dated as of March 4, 2021, by and among Good Works Acquisition Corp., Currency Merger Sub, Inc. and Cipher Mining Technologies Inc. | 8-K | 001-39625 | 2.1 | 3/5/21 |
| 3.1 | Second Amended and Restated Certificate of Incorporation of Cipher Mining Inc. | 8-K | 001-39625 | 3.1 | 8/31/21 |
| 3.2 | Amended and Restated Bylaws of Cipher Mining Inc. | 8-K | 001-39625 | 3.2 | 8/31/21 |
| 4.1 | Specimen Warrant Certificate of Good Works Acquisition Corp. | S-1/A | 333-248333 | 4.3 | 10/9/21 |
| 4.2 | Warrant Agreement, dated as of October 19, 2020, by and between Continental Stock Transfer & Trust Company and Good Works Acquisition Corp. | 8-K | 001-39625 | 4.1 | 10/28/20 |
| 4.3 | Description of Capital Stock | 10-K | 001-39625 | 4.3 | 3/4/22 |
| 10.1 | Amended and Restated Registration Rights Agreement among Good Works Acquisition Corp., Good Works Acquisition Corp.’ directors, Bitfury Top HoldCo and others, dated August 26, 2021 | 8-K | 001-39625 | 10.2 | 8/31/21 |
| 10.2# | Form of Indemnification and Advancement Agreement for Cipher Mining Inc. | S-4/A | 333-256115 | 10.16 | 6/15/21 |
| 10.3# | Form of Indemnification and Advancement Agreement for Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.17 | 6/15/21 |
| 10.4# | Cipher Mining Incentive Award Plan | 8-K | 001-39625 | 10.8 | 8/31/21 |
| 10.5# | Form of Cipher Mining Inc. Restricted Stock Grant Notice and Restricted Stock Agreement under Incentive Award Plan | 8-K | 001-39625 | 10.8(a) | 8/31/21 |
| 10.6# | Form of Cipher Mining Inc. Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement under Incentive Award Plan | 8-K | 001-39625 | 10.8(b) | 8/31/21 |
| 10.7# | Form of Cipher Mining Inc. Stock Option Grant Notice and Stock Option Agreement under Incentive Award Plan | 8-K | 001-39625 | 10.8(c) | 8/31/21 |
| 10.8 | Form of Cipher Mining Inc. Executive Officer Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement (Double Trigger) under Incentive Award Plan | 8-K | 001-39625 | 10.1 | 9/15/22 |
| 10.9 | Power Purchase Agreement, dated June 23, 2021, by and between Luminant ET Services Company LLC and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.22 | 7/9/21 |
| 10.10 | First Amendment to the Power Purchase Agreement, dated July 9, 2021, by and between Luminant ET Services Company LLC and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.23 | 7/9/21 |
| 10.11 | Second Amendment to the Power Purchase Agreement, dated February 28, 2022, by and between Luminant ET Services Company LLC and Cipher Mining Technologies Inc. | 10-K | 001-39625 | 10.35 | 3/4/22 |
| 10.12 | Third Amendment to the Power Purchase Agreement, dated August 26, 2022, by and between Luminant ET Services Company LLC and Cipher Mining Technologies Inc. | 8-K | 001-39625 | 10.1 | 9/1/22 |
| 10.13 | Fourth Amendment to the Power Purchase Agreement, dated August 23, 2023, by and between Luminant ET Services Company LLC and Cipher Mining Technologies Inc. | 8-K | 001-39625 | 10.1 | 8/29/23 |
| 10.14 | Lease Agreement, dated June 29, 2021, by and between an affiliate of Luminant and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.24 | 7/9/21 |
| 10.15 | First Amendment to the Lease Agreement, dated July 9, 2021, by and between an affiliate of Luminant and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.25 | 7/9/21 |
| 10.16 | Second Amendment to the Lease Agreement, dated August 23, 2023, by and between an affiliate of Luminant and Cipher Mining Technologies Inc. | 8-K | 001-39625 | 10.2 | 8/29/23 |
| 10.17 | Purchase and Sale Agreement, dated June 28, 2021, by and between Vistra Operations Company LLC and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.26 | 7/9/21 |
| 10.18 | First Amendment to the Purchase and Sale Agreement, dated July 9, 2021, by and between Vistra Operations Company LLC and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.27 | 7/9/21 |
| 10.19 | Framework Agreement, dated June 10, 2021, by and between WindHQ LLC and Cipher Mining Technologies Inc. | S-4/A | 333-256115 | 10.24 | 6/15/21 |
| 10.20 | Non-Fixed Price Sales and Purchase Agreement, dated August 20, 2021 | 8-K | 001-39625 | 10.1 | 9/2/21 |
| 10.21 | Supplemental Agreement to Non-Fixed Price Sales and Purchase Agreement, dated August 30, 2021 | 8-K | 001-39625 | 10.2 | 9/2/21 |
| 10.22 | Amended and Restated Framework Agreement on Supply of Blockchain Servers, dated May 6, 2022 | 8-K | 001-39625 | 10.1 | 5/10/22 |
| 10.23 | Supplementary Agreement of the Framework Agreement on Supply of Blockchain Servers, dated November 4, 2022 | 8-K | 001-39625 | 10.1 | 11/8/22 |
| 10.24# | Employment Agreement, dated as of May 11, 2021, by and between Tyler Page and Cipher Mining Technologies Inc. | S-4 | 333-256115 | 10.23 | 5/14/21 | |
| 10.25# | Employment Agreement, dated as of May 11, 2021, by and between Edward Farrell and Cipher Mining Technologies Inc. | S-4 | 333-256115 | 10.24 | 5/14/21 | |
| 10.26# | Employment Agreement, dated as of May 11, 2021, by and between William Iwaschuk and Cipher Mining Technologies Inc. | S-4 | 333-256115 | 10.25 | 5/14/21 | |
| 10.27# | Employment Agreement, dated as of May 11, 2021, by and between Patrick Kelly and Cipher Mining Technologies Inc. | S-4 | 333-256115 | 10.26 | 5/14/21 | |
| 10.28 | Purchase Order No. 21-041, dated December 29, 2021 | 8-K | 001-39625 | 10.1 | 1/04/22 | |
| 10.29# | Amended and Restated Non-Employee Directors Compensation Policy. | 10-Q | 001-39625 | 10.2 | 8/8/23 | |
| 10.30 | Form of LLC Agreement | 10-K | 001-39625 | 10.34 | 3/4/22 | |
| 10.31 | Controlled Equity OfferingSM Sales Agreement by and between Cipher Mining Inc. and Cantor Fitzgerald & Co., Canaccord Genuity LLC, Needham & Company, LLC and Compass Point Research & Trading, LLC, dated August 3, 2023. | 8-K | 001-39625 | 1.1 | 8/4/23 | |
| 10.32 | Board Observer Agreement, dated as of April 8, 2022. | 8-K | 001-39625 | 99.2 | 4/14/22 | |
| 10.33† | Purchase and Sale agreement, dated as of November 6, 2023, by and between Cipher Black Pearl LLC and Trinity Mining Group, Inc. | * | ||||
| 10.34† | Data Center Lease, dated as of December 6, 2023. | * | ||||
| 10.35† | Assignment and Assumption Agreement, dated as of December 8, 2023, by and between Cipher Black Pearl LLC and Trinity Mining Group, Inc. | * | ||||
| 10.36† | Future Sales and Purchase Agreement, dated as of December 16, 2023, by and between Cipher Mining Infrastructure LLC and Bitmain Technologies Delaware Limited. | * | ||||
| 21.1 | List of Subsidiaries of Cipher Mining Inc. | * | ||||
| 23.1 | Consent of Marcum LLP, Independent Registered Public Accounting Firm. | * | ||||
| 31.1 | Certification of Chief Executive Officer pursuant to Rule 13a‑14(a)/15d‑14(a). | * | ||||
| 31.2 | Certification of Chief Financial Officer pursuant to Rule 13a‑14(a)/15d‑14(a). | * | ||||
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350. | ** | ||||
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350. | ** | ||||
| 97.1 | Compensation Recoupment Policy | * | ||||
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | * | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | * | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | * | ||||
- Filed herewith.
** Furnished herewith.
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