tickdelta
Sign in

Tickdelta is free for now. Sign up and get Pro free

← Screener

Crypto · Financial Services · Nasdaq

RIOTRiot Platforms

Compare with peers → Embed
The 10-K against last year's

337 changes: 92 added, 47 removed, 194 reworded, 4 quiet changes

10-K Mar 2, 2026 vs Feb 28, 2025
Risk FactorsRedline ↓
50.6%
of the text changed · 15,738 words now
36.3%
of the text changed · 9,978 words now
Legal ProceedingsRedline ↓
46.5%
of the text changed · 2,538 words now
Accounting PoliciesRedline ↓
21.0%
of the text changed · 5,456 words now

10-K 0001104659-26-022322 (2026-03-02) vs 10-K 0001558370-25-001888 (2025-02-28)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 411 words changed in this paragraph; it is 36% similar to last year's version.
The Bitcoin bitcoin industry has historically been subject to various asset-related risks relating to Bitcoin, as an asset, which that have adversely negatively affected the bitcoin’s market price of Bitcoin. price. Ownership of Bitcoin has, historically, bitcoin has traditionally been concentrated in among a relatively small limited number of persons or entities that, collectively, hold a significant number of Bitcoin holders, whose large positions give them the ability to influence market prices (referred to as “whales” in the Bitcoin industry). While “whales”). Although ownership of Bitcoin has diversified significantly in recent years, whales continue to exist whose market activity (e.g., sales remain active in the market, and their trading behavior, such as selling substantial quantities of large numbers of Bitcoin) bitcoin, could have an adverse effect on the adversely affect demand for, and the market price of, Bitcoin, which bitcoin. Any material decline in the price of bitcoin could have an adverse effect on adversely affect our business business, financial condition, and results of operation. Further, while larger, operations. Although larger and increasingly regulated exchanges with greater transparency and oversight digital asset trading platforms have begun to proliferate, emerged, the Bitcoin economy bitcoin market remains nascent and largely opaque. The relatively opaque compared to traditional financial markets. Trading venues for Bitcoin transactions bitcoin may experience greater heightened operational problems issues and may be exposed more susceptible to a greater risk of facilitating unethical, fraudulent fraudulent, or illicit transactions (such as activities, including “wash trading”), trading,” than traditional financial markets and regulated securities exchanges. Digital asset trading platforms may also be susceptible vulnerable to “front-running” activity, “front-running,” in which is the process by which someone uses technology market participants exploit technological or market advantage informational advantages to obtain prior knowledge trade ahead of upcoming known or anticipated transactions allowing bad actors for economic gain. Such practices are reported to take advantage of forthcoming price movement and make economic gains at the cost of those who introduced the transactions. Front-running is a frequent activity be relatively common on both centralized and decentralized digital asset platforms. In addition, many bitcoin trading platforms. Further, venues for Bitcoin transactions do not typically make complete publicly disclose comprehensive information regarding their ownership structure, management teams, governance, corporate practices, and or compliance with regulatory compliance available requirements. This lack of transparency limits the ability of market participants to assess the public, who are, therefore, unable to verify the integrity or impartiality of such venues in respect these venues. The presence of whales, combined with the Bitcoin transactions they facilitate. As a result bitcoin market’s limited transparency, susceptibility to manipulative trading practices, and comparatively low levels of such lack of regulation and transparency, as well as the risk posed by Bitcoin whales, wash trading and front-running, the regulatory oversight, may undermine public may lose confidence in Bitcoin the integrity of bitcoin transactions and the price integrity reliability of the digital asset, which could adversely affect bitcoin pricing. A resulting loss of confidence or decline in the market price of Bitcoin, perhaps materially, which would have an adverse impact on bitcoin, potentially significant, could adversely affect our business business, financial condition, and results of operations.

Source: Item 1A, 10-K 0001104659-26-022322 vs Item 1A, 10-K 0001558370-25-001888

MD&A 214 words changed in this paragraph; it is 38% similar to last year's version.
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quantity ​ ​ ​ Amounts Balance as of January 1, 2022 4,884 $ 150,593 Revenue recognized from Bitcoin mined 5,554 156,870 Proceeds from sale of Bitcoin (3,425) (79,529) Exchange of Bitcoin for employee compensation (39) ​ (1,495) Realized gain on sale/exchange of Bitcoin — 30,346 Impairment of Bitcoin — (147,365) Balance as of December 31, 2022 6,974 109,420 Cumulative effect upon adoption of ASU 2023-08 — 5,994 Revenue recognized from Bitcoin mined 6,626 188,996 Bitcoin receivable (21) ​ (878) Proceeds from sale of Bitcoin (6,185) ​ (176,219) Exchange of Bitcoin for employee compensation (32) (869) Change in fair value of Bitcoin — 184,734 Balance as of December 31, 2023 7,362 ​ 311,178 Revenue recognized from Bitcoin bitcoin mined 4,828 ​ 321,002 Bitcoin receivable ​ 5 ​ ​ (625) Acquisitions of Bitcoin bitcoin ​ 5,784 ​ ​ 577,500 Proceeds from sale of Bitcoin bitcoin ​ (212) ​ ​ (9,518) Exchange of Bitcoin bitcoin for employee compensation (45) ​ (2,478) Change in fair value of Bitcoin bitcoin — ​ 457,409 Balance as of December 31, 2024 17,722 ​ 1,654,468 Revenue recognized from bitcoin mined 5,686 ​ 576,276 Bitcoin receivable ​ 1 ​ ​ 125 Proceeds from sale of bitcoin (5,363) ​ (535,486) Exchange of bitcoin for employee compensation ​ (41) ​ ​ (4,062) Change in fair value of bitcoin — ​ (115,880) Balance as of December 31, 2025 18,005 ​ $ 1,654,468 1,575,441 ​ ​ ​ ​ ​ ​ The following reconciles Bitcoin and Restricted bitcoin as of December 31, 2025 to the amounts above: ​ ​ ​ ​ ​ Bitcoin ​ 14,028 ​ $ 1,227,462 Restricted bitcoin (a) ​ 3,977 ​ $ 347,979 Total ​ 18,005 ​ $ 1,575,441

Source: Item 7, 10-K 0001104659-26-022322 vs Item 7, 10-K 0001558370-25-001888

Legal Proceedings 204 words changed in this paragraph; it is 48% similar to last year's version.
On April 5, 2023, SBI Crypto Co., Ltd. (“SBI”) filed a complaint in the United States District Court for the Western District of Texas (Case No. 6:23-cv-252), which it later amended, against Whinstone alleging breach of contract, fraud, and negligent bailment claims related to a colocation services agreement between Whinstone and SBI that was terminated in 2021. On July 21, 2023, Whinstone filed a motion to dismiss the amended complaint, which was denied on October 25, 2023. On November 25, 2024, Whinstone asserted counterclaims for breach of contract and fraudulent inducement. SBI seeks recovery of at least $15.0 attempted to update its alleged damages to over $350.0 million in purported lost profits through an updated expert report which the court has since stricken. Notwithstanding, SBI attempted to recover over $175.0 million in purported lost profits (a substantial amount of which is comprised from appreciation in Bitcoin prices), which has been previously disclosed, and at least $16.0 more than $50.0 million for in equipment damage, replacement cost, plus exemplary damages, reasonable attorneys’ fees and fees, costs, expenses, costs, and pre- and post-judgment interest. Whinstone believes many of the claims are barred or waived, and that all of SBI’s claims substantively lack merit, and Whinstone plans to vigorously contest the same, as appropriate. On February 2, 2026, the court granted the Company’s motion for summary judgment in part, disallowing the use of appreciated Bitcoin prices in SBI’s damages model. On February 9, 2026, trial commenced before Magistrate Gilliland in the Western District of Texas. On February 16, 2026, the Company and SBI verbally agreed to a global settlement of all existing or future claims between the parties (the "SBI Settlement"). In consideration for the SBI Settlement, the Company agreed to pay SBI a total sum of $20.0 million in cash.

Source: Item 3, via Note 17 – Commitments and Contingencies, 10-K 0001104659-26-022322 vs Item 3, via Note 17 – Commitments and Contingencies, 10-K 0001558370-25-001888

Accounting Policies 185 words changed in this paragraph; it is 31% similar to last year's version.
In November 2023, July 2025, the FASB issued ASU 2023-07, Segment Reporting No. 2025-05, Financial Instruments—Credit Losses (Topic 280): Improvements 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”). ASU 2025-05 simplifies credit loss calculations and permits the election of a practical expedient to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 is intended to enhance reportable segment disclosures by requiring disclosures of significant segment expenses regularly provided to the CODM, requiring disclosure assume that conditions as of the title and position balance sheet date do not change for the remaining life of the CODM asset when estimating credit losses on current accounts receivable and explanation of how the reported measures of segment profit and loss are used by the CODM in assessing segment performance and allocation of resources. current contract assets under ASC 606, Revenue from Contracts with Customers. ASU 2023-07 2025-05 is effective for the Company for annual reporting periods beginning after December 31, 2023. 15, 2025. Early adoption is permitted. The Company adopted ASU 2023-07 for 2025-05 effective January 1, 2025 on a prospective basis. The adoption of ASU 2025-05 did not have a material impact on the year ended December 31, 2024. As a result of the adoption, the Company expanded its disclosures in Note 20. Segment Information, to present significant expenses that are included within cost of revenue, by reportable segment, which are presented to the CODM. Company’s consolidated financial statements and disclosures.

Source: Item 8, Note 2 – Significant Accounting Policies and Recent Accounting Pronouncements, 10-K 0001104659-26-022322 vs Item 8, Note 2 – Significant Accounting Policies and Recent Accounting Pronouncements, 10-K 0001558370-25-001888

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of RIOT's Risk Factors and MD&A, 10-K 2026-03-02 against 10-K 2025-02-28. Each links to the text at sec.gov.

RemovedRisk Factors
We earn revenue from Bitcoin Mining principally by earning Bitcoin rewards for solving blocks on the Bitcoin blockchain; however, the supply of new Bitcoin introduced to the market via Bitcoin mining is finite, permanently capped at 21,000,000 coins, with the last new Bitcoin expected to be mined in the year 2140 (approximately 115 years from now) according to experts. As of December 31, 2024, there were approximately 19.8 million Bitcoin in circulation. Accordingly, once the final new Bitcoin is introduced into the market, we will no longer earn revenue from Bitcoin Mining by earning Bitcoin rewards for solving a block. Instead, our Bitcoin Mining revenue will be dependent on the fees we earn from the transactions recorded on the blocks we solve. Historically, such transaction fees have been low; however, we have observed that, as the number of new Bitcoin introduced into the market is reduced in each halving, and as Bitcoin ownership and transactions in Bitcoin continue to proliferate, the fees charged for recorded transactions on the Bitcoin blockchain have increased. We cannot, however, predict whether such transaction fees will increase sufficiently to replace the value of earning new Bitcoin once the last Bitcoin is mined in the year 2140, and, therefore, we cannot guarantee that we will be able to earn sufficient revenue from Bitcoin Mining for our Bitcoin Mining business to continue as a going concern. Should any of these events occur, our business and results of operation may suffer, and the price of our securities may be affected, perhaps materially.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
Generally, a Bitcoin miner’s chance of solving a block on the Bitcoin blockchain and earning a Bitcoin reward is a function of the miner’s hash rate, relative to the global network hash rate. As greater adoption of Bitcoin occurs, we expect that the demand for

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
Bitcoin will continue to increase, drawing more mining companies into the industry and thereby increasing the global network hash rate. As new and more powerful miners are deployed, the global network hash rate will continue to increase, meaning a Bitcoin miner’s chance of earning Bitcoin rewards will decline unless it deploys additional hash rate at pace with the industry. Accordingly, to compete in this highly competitive industry, we believe we will need to continue to acquire new more effective and energy-efficient miners, both to replace those lost to ordinary wear-and-tear and other damage, and to increase our hash rate to keep up with a growing global network hash rate.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
These new miners are highly specialized servers that are difficult to produce at scale. As a result, there are limited producers capable of supplying large numbers of sufficiently effective miners, and, as demand for new miners has increased, and will likely continue to increase, in response to increased Bitcoin prices, we have observed that the price of these new miners has also increased. If we are unable to acquire enough new miners or otherwise access sufficient capital to fund acquisitions to grow our hash rate, our results of operations and financial condition could be adversely affected, as could investments in our securities.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
We may be impacted by macroeconomic conditions due to global pandemics, epidemics or outbreaks of disease and the resulting global supply chain crisis.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
Global trade conditions and consumer trends that originated during the COVID-19 pandemic continue to persist and may also have long-lasting adverse impact on us and our industry. There are continued risks arising from new pandemics, epidemics or outbreaks of disease which may exacerbate port congestion and intermittent supplier shutdowns and delays, resulting in additional expenses to expedite delivery of new miners, as well as critical materials needed for our expansion plans. Further, miner manufacturers have been impacted by the constrained supply of the semiconductors used in the production of the highly specialized ASIC chips miners we rely on, and by increased labor costs to manufacture new miners as workforces and global supply chains may further be impacted by global outbreaks of various epidemics or disease, ultimately leading to continually higher prices for new miners. Thus, until the global supply chain crisis is resolved, and these extraordinary pressures are alleviated, we expect to continue to incur higher than usual costs to obtain and deploy new miners, and we may face difficulties obtaining the new miners we need at prices or in quantities we find acceptable, if at all, and our business and results of operations may suffer as a result.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
The expansion of our miner fleet and Facilities are capital-intensive projects, and we anticipate our future strategic growth initiatives will similarly require significant capital. While we plan to raise additional capital to fund these initiatives, there is no guarantee that we may be able to do so in a timely manner, in sufficient quantities, or on favorable terms, if at all. If we are unable to secure the necessary capital, our ability to execute on these growth initiatives may be hindered, potentially reducing our competitiveness in the industry. The results of our operations and financial condition may suffer, and the market price for our securities may be materially and adversely affected.

Read it in 10-K 2025-02-28 at sec.gov ↗

Show the other 16
RemovedRisk Factors
The demand for power in emerging and evolving industries, such as AI and HPC, has increased. We believe that by maintaining a clear and transparent focus on both our Bitcoin Mining activities and evaluating expansion into emerging, high-demand markets, we can deliver long-term value for our stockholders. In January 2025, we launched a formal process to evaluate the feasibility of developing the approximately 600 MW of remaining power capacity at the Corsicana Facility for artificial intelligence AI/HPC uses. As we evaluate the potential uses for our remaining power capacity at the Corsicana Facility, and determine if a pivot to AI/HPC is appropriate, we could face reputational harm, liability and adverse financial results making our evaluation of our business and future prospects uncertain. Deviating from Bitcoin Mining focus may harm our reputation with a variety of stakeholders, including investors, stockholders, employees, and the broader crypto industry. If we are unable to maintain, or strengthen, our reputation and brand recognition and are not able to timely and appropriately adapt to changes in our business environment, our business and the

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
Our strategic growth initiatives may require construction, expansion or conversion of associated power facilities, which may expose us to significant risks that we may otherwise not be exposed to, including risks related to: construction delays; lack of availability of parts and/or labor, increased prices as a result, in part, of inflation, and delays for data center equipment; labor disputes and work stoppages, including interruptions in work due to pandemics or other public health crises; unanticipated environmental issues and geological problems; delays related to permitting and approvals to commence operations from public agencies and utility companies; delays in site readiness leading to our failure to meet commitments made in connection with such expansion; and delay or halts related to evaluations of strategic growth initiatives.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
All construction-related projects depend on the skill, experience, and attentiveness of our personnel throughout the design and construction process. Should a designer, general contractor, subcontractor or key supplier experience financial difficulties or other problems during the design or construction process, we could experience significant delays, increased costs to complete the project and/or other negative impacts to our expected returns.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedRisk Factors
If we are unable to mitigate these risks and complete our growth initiatives on schedule and within our anticipated costs, if at all, deployment of any newly acquired miners and implementation of new strategies into our business may be delayed. Such delays or implementation failures may hinder our ability to realize anticipated benefits, and our business and financial condition may suffer as a result.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
This MD&A generally discusses 2024 and 2023 items and year-to-year comparisons between 2024 and 2023. As a result of the elimination of the Data Center Hosting reportable segment during 2024, year-to-year comparisons between 2023 and 2022 are also presented within Results of Operations.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
We are a leading Bitcoin mining company focused on utilizing our vertical integration strategy to mine Bitcoin in support of the Bitcoin blockchain. We own and operate multiple Bitcoin mining sites in the United States with two locations in Texas, consisting of the Rockdale Facility and the Corsicana Facility, and the Kentucky Facility. The Rockdale Facility is believed to be the largest Bitcoin mining facility in North America, as measured by developed capacity, and currently provides 700 MW in total developed capacity. Additionally, we are developing our second large-scale Bitcoin mining facility, the Corsicana Facility, which currently provides 400 MW in developed capacity. Upon completion, the Corsicana Facility is expected to have approximately one GW of capacity available. During 2024, we capitalized on our positioning within the market and acquired Block Mining, a Kentucky-based vertically-integrated Bitcoin miner and E4A Solutions, a leading provider of electrical engineering services to a diverse customer base of energy developers and data center operators. The Block Mining Acquisition added 60 MW of operational capacity for self-mining operations, which we are working to expand to 110 MW in 2025, and provided us with access to a secondary electrical grid. The acquisition of E4A Solutions adds engineering expertise to service our own existing and future electrical infrastructure, as well as provides solutions and services to the rapidly growing market for electrical infrastructure.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
Our market environment is highly competitive globally and regionally. We compete against other large-scale Bitcoin miners and individuals to receive the Bitcoin reward that is the heart of our operations. Our industry frequently evolves based on the proliferation of Bitcoin and cryptocurrencies in general, and we believe we are well positioned in the digital commodities industry in which we operate.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
Our Bitcoin acquisition strategy involves mining Bitcoin utilizing vertical integration, and from time to time, subject to market conditions, purchasing Bitcoin with our liquid assets derived from issuing debt or equity securities. Our vertical integration strategy has supported our stability during market fluctuations and allows us to capitalize on industry consolidation while building on our liquidity position.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
We view our Bitcoin holdings as long-term holdings, and during the year ended December 31, 2024, made the strategic decision to halt the sale of Bitcoin, and instead increase our Bitcoin holdings.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
The price of Bitcoin increased during the first quarter of 2024 due to a new source of demand, the eleven Bitcoin spot ETFs, which were approved to begin trading by the SEC on January 11, 2024. The ETFs, as investment vehicles, provide a new access point for investors to gain exposure to Bitcoin through more traditional markets.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
Through the date of this Annual Report, we have been able to effectively and efficiently mitigate delivery delays to avoid materially impacting our miner deployment schedule, however, we cannot guarantee that we will be able to continue to mitigate any such delivery delays in the future. Additionally, the development and potential expansions of our Facilities require large quantities of construction materials, specialized electricity distribution equipment, and other component parts that are in high demand and can be difficult to source. To help mitigate the impacts of global supply chain constraints and increasing demand for these goods, including any inflationary pricing concerns that may result, we have procured and already hold many of the electrical infrastructure components and materials required for development of the next 600 MW phase of our development of the Corsicana Facility, as well as replacement components and parts for our existing systems, to help shorten the impact of potential damage to installed equipment.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
The change in fair value of Bitcoin for the year ended December 31, 2023 was a gain of $184.7 million, and was recognized as a result of adopting Accounting Standards Update (“ASU”) No. 2023-08, Intangibles-Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets (“ASU 2023-08”), effective January 1, 2023, under which Bitcoin is recognized at fair value with changes in fair value recognized in net income. The gain recognized was attributable to increases in the price of Bitcoin and the increased quantity of Bitcoin held as of December 31, 2023, as compared to December 31, 2022.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
Realized gains on sale/exchange of Bitcoin for the years ended December 31, 2023 and 2022 were zero and $30.3 million, respectively, and impairment of Bitcoin was zero and $147.4 million, respectively. As a result of adopting ASU 2023-08 effective January 1, 2023, under which Bitcoin is recognized at fair value, gains on the sale/exchange of Bitcoin and impairment of Bitcoin are no longer recognized.

Read it in 10-K 2025-02-28 at sec.gov ↗

RemovedMD&A
During the year ended December 31, 2022, we announced our planned development of the Corsicana Facility, our second large-scale Bitcoin Mining facility located on a 265-acre site in Navarro County, Texas. The Corsicana Facility is expected, upon completion, to have 1.0 GW of developed capacity, with an additional 200 MW of electrical capacity available for development, at our discretion, which is securely supplied with power by a substation being developed for us on the premises that will be interconnected with the nearby Navarro Switch. The strategic decision to locate the Corsicana Facility next to the Navarro Switch was made to limit electricity lost in transmission and maximize the efficiency of our substation’s power distribution facilities. The initial phase of the development of the Corsicana Facility involved the construction of a 400 MW substation and an equal amount of immersion-cooled Bitcoin Mining infrastructure spread across multiple buildings, as well as construction of various utilities, offices, warehouses, and infrastructure to support the facility’s operations. Our Bitcoin Mining operations commenced in April 2024, following commissioning of the substation. As of December 31, 2024, we deployed 400 MW of Bitcoin Mining infrastructure comprised of four completed 100 MW buildings, Buildings A1, A2, B1, and B2.

Read it in 10-K 2025-02-28 at sec.gov ↗

Next Related parties →