Cipher Mining (NASDAQ:CIFR), referred to by executives during the meeting as Cipher Digital Inc., held its 2026 annual meeting of stockholders on June 2, with shareholders approving all three proposals presented for a vote.
Tyler Page, Chief Executive Officer and Director, opened the meeting and thanked stockholders for their investment and attendance. Page introduced the company’s directors, naming Jim Newsome, Tom Duda, Robert Flatley, Cary Grossman, Caitlin Long, Holly Morrow Evans and Bo Williams, in addition to himself. He also introduced Greg Mumford, Chief Financial Officer, and Will Iwaschuk, Co-President, Chief Legal Officer and Corporate Secretary, who were on the line for the meeting.
Quorum Established and Proposals Presented
Iwaschuk conducted the formal business portion of the meeting. He said the meeting was held in accordance with the notice mailed on or about April 20, 2026, to stockholders of record as of the close of business on April 8, 2026. He also said the polls opened at 8:00 a.m. Eastern Time on June 2 for voting on all matters before the meeting.
The Board of Directors appointed Richard Leza of the Carideo Group to serve as Inspector of Elections. According to Iwaschuk, the inspector reported that 66% of the voting power of the outstanding shares of the company’s common stock entitled to vote was present in person or by proxy. Iwaschuk declared that a quorum was present and that the meeting was duly constituted for the transaction of business.
Shareholders Approve All Measures
Three proposals were brought before stockholders:
- The election of Thomas Duda, James Newsome and Wesley Williams as Class II Directors, each for a three-year term expiring at the 2029 annual meeting of stockholders.
- The ratification of CBIZ CPAs P.C. as the company’s independent registered public accounting firm for the year ending Dec. 31, 2026.
- The approval, on a non-binding advisory basis, of the compensation of the company’s named executive officers.
Iwaschuk said the company recommended that stockholders vote in favor of each proposal. He also said the company had not received any other proposals or director nominations.
After a brief pause for questions, Iwaschuk said no qualifying stockholder questions had been submitted through the meeting portal. The polls were closed at 8:06 a.m. Eastern Time.
Based on the preliminary report of the Inspector of Election, Iwaschuk said Duda, Newsome and Williams had been elected as directors. He also said shareholders ratified the appointment of CBIZ CPAs P.C. and approved the compensation of the company’s named executive officers on a non-binding advisory basis. The final vote tally will be filed with the Securities and Exchange Commission within four business days, according to Iwaschuk.
Board Service Acknowledged
Before the meeting concluded, Page acknowledged Holly Morrow Evans and expressed appreciation on behalf of the board for her years of service. Page then formally concluded the 2026 annual meeting and thanked shareholders for their interest in the company’s affairs.
About Cipher Mining (NASDAQ:CIFR)
Cipher Mining Inc is a Nasdaq-listed bitcoin mining company that develops, owns and operates large-scale mining facilities across the United States. The company focuses on deploying advanced ASIC hardware and securing long-term low-cost power contracts to optimize bitcoin production. By strategically locating its sites in regions with abundant energy supply, Cipher Mining seeks to maintain a competitive cost structure and deliver efficient hashrate capacity growth.
Founded in 2021 and headquartered in Austin, Texas, Cipher Mining has pursued an integrated approach encompassing site development, equipment procurement and operations management.
