Pledge-enabled lock-up waiver with lock-up period expiration
Company: Cipher Mining
What the later record shows
Not a promise: a reported event · happened April 8, 2022
The claim reports a waiver agreement that had already been executed on April 8, 2022, before it was disclosed. Later filings confirm the date.
“On April 8, 2022, the Company entered into a waiver agreement with Bitfury Top HoldCo”
2022-11-13 · Cipher Mining 10-Q filed 2022-11-14 View cached copy (2026-09-13)Live source ↗
Checked October 10, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.
The claim, verbatim
Cipher Mining waived transfer restrictions in lock-up agreements to permit Bitfury entities to pledge up to 100% of their lock-up shares as collateral for loans with 25% maximum loan-to-value ratio, with the lock-up period ending November 26, 2023
Source (primary)
Cipher Mining SC 13D/A filed 2022-04-12 (SEC EDGAR, sec_filing)
View cached copy (2026-09-13)Live source ↗
Quote: “Pursuant to the Waiver, the Issuer waived certain transfer restrictions... permits the Stockholders to... pledge or otherwise hypothecate up to one hundred percent (100%) of the Lock-up Shares... any loan... must have an initial twenty-five percent (25%) maximum loan-to-value ratio. Effective as of the date of consummation of any pledge or hypothecation... the Lock-Up Period... will mean the period... and ending on November 26, 2023.”
How we checked this
Checked on October 11, 2026. The cited source supports part of this claim, but not all of it.
Confirmed in the source:
- Cipher Mining (the Issuer) waived certain transfer restrictions in lock-up agreements under an April 8, 2022 Waiver Agreement with Bitfury Top HoldCo B.V.
- The waiver permits the stockholders party to the lock-up agreements, including Bitfury Top HoldCo B.V., to pledge or hypothecate up to 100% of their lock-up shares as collateral for qualifying loans
- Any such loan must be a bona fide loan with an initial maximum loan-to-value ratio of 25%
- For shares actually pledged under the waiver, the lock-up period ends on November 26, 2023
We could not confirm this from the cited source:
- The filing does not show that multiple Bitfury entities hold lock-up shares covered by the waiver; Bitfury Top HoldCo B.V. is the only Bitfury entity it identifies as a lock-up party, and the waiver also covers non-Bitfury stockholders
- The filing does not establish that the lock-up period as a whole ends on November 26, 2023; that end date applies solely to pledged shares
That does not mean it is false — only that this source does not establish it, as of the date above. If we find a source that settles it, we will re-check and update this page.
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1819989/000119312522103031/d317900dsc13da.htm) in full (14,289 characters, retrieved September 13, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms Cipher Mining SC 13D/A filed 2022-04-12
Quote: “Pursuant to the Waiver, the Issuer waived certain transfer restrictions... permits the Stockholders to... pledge or otherwise hypothecate up to one hundred percent (100%) of the Lock-up Shares... any loan... must have an initial twenty-five percent (25%) maximum loan-to-value ratio. Effective as of the date of consummation of any pledge or hypothecation... the Lock-Up Period... will mean the period... and ending on November 26, 2023.”