Riot Platforms and Bitfarms entered into a settlement agreement on September 23, 2024, resulting in key board changes and governance arrangements. Andrés Finkielsztain resigned from Bitfarms' board, while Amy Freedman was appointed to the board and its committees. Bitfarms will hold a special shareholder meeting by November 20, 2024, to expand the board to six members and ratify the shareholder rights plan.The agreement includes standstill provisions restricting Riot from acquiring 20% or more of Bitfarms' shares and establishes voting commitments until June 1, 2026, or Bitfarms' 2026 annual meeting. Riot maintains rights to nominate a replacement director if Freedman ceases to serve, provided they maintain at least 7.5% ownership of common shares.Additional terms grant Riot purchase rights for common shares when holding 15% or more ownership, subject to exceptions. The agreement includes mutual non-disparagement provisions and allows Riot to privately communicate with Bitfarms' board, including confidential proposals not requiring public disclosure.

Riot Platforms and Bitfarms entered into a settlement agreement on September 23, 2024, resulting in key board changes and governance arrangements. Andrés Finkielsztain resigned from Bitfarms' board, while Amy Freedman was appointed to the board and its committees. Bitfarms will hold a special shareholder meeting by November 20, 2024, to expand the board to six members and ratify the shareholder rights plan.The agreement includes standstill provisions restricting Riot from acquiring 20% or more of Bitfarms' shares and establishes voting commitments until June 1, 2026, or Bitfarms' 2026 annual meeting. Riot maintains rights to nominate a replacement director if Freedman ceases to serve, provided they maintain at least 7.5% ownership of common shares.Additional terms grant Riot purchase rights for common shares when holding 15% or more ownership, subject to exceptions. The agreement includes mutual non-disparagement provisions and allows Riot to privately communicate with Bitfarms' board, including confidential proposals not requiring public disclosure.