Termination of Material Agreement (Form 8-K)

Item 1.02 - Termination of a Material Definitive Agreement.

On September 21, 2026, Riot Platforms, Inc. (the "Company") completed the full voluntary prepayment of all outstanding principal amounts under the Second Amended and Restated Credit Agreement, dated as of April 21, 2026 (the "Credit Agreement"), by and between the Company, as borrower, and Coinbase Credit, Inc., as lender, collateral agent, and administrative agent (the "Lender"). In connection with such prepayment, all obligations of the Company under the Credit Agreement were satisfied and discharged, and the Credit Agreement was terminated. All capitalized terms used but not defined herein have the meanings ascribed to them in the Credit Agreement.

The Credit Agreement, which the Company previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission on April 27, 2026, provided for a multiple draw-down secured term loan facility in an aggregate principal amount of up to $200 million (the "Loan"), secured by a pledge of the Company's financial assets, including bitcoin, USDC, and cash, held in the custody of Coinbase Custody Trust Company, LLC.

The Company delivered notice of the prepayment to the Lender pursuant to the Credit Agreement and paid in full the outstanding principal amount of the Loan, and all accrued and unpaid interest thereon through September 21, 2026. As the prepayment date of September 21, 2026, falls after the four-month anniversary of the Original Maturity Date, the applicable Day Count Fraction used to calculate the early termination fee under the Credit Agreement was zero, and accordingly no early termination fees or penalties were incurred by the Company in connection with the prepayment or termination.

Concurrently with the prepayment described above, the Credit Agreement and the Lender's commitment to make further loans thereunder terminated, and the security interests granted by the Company in favor of the Lender under the Collateral Documents were released.

The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amended and Restated Credit Agreement, a copy of which was previously filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 27, 2026.

​

S I G N A T U R E