Item 7.01 - Regulation FD Disclosure.

On December 9, 2021, Riot Blockchain, Inc. ("Riot," "us," "we," "our," or the "Company") released an investor presentation, dated as of December 8, 2021 (the "Investor Presentation"), which includes updates regarding Riot's financial position, business and operations. A copy the Investor Presentation is attached hereto as Exhibit 99.1 and is also available on the "Investors" page of our website, www.riotblockchain.com, under the "Company Info - Presentations" tab.

The information furnished pursuant to this Item 7.01 of this Current Report on Form 8-K (this "Current Report"), including Exhibit 99.1 attached hereto, shall not be deemed to be "filed" for the purposes of Section 18 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements

Statements in this Current Report, including those made in the Investor Presentation attached as Exhibit 99.1 to this Current Report, that are not statements of historical fact may be forward-looking statements that reflect management's current expectations, assumptions and estimates of future performance and economic conditions. Such statements are made in reliance on the safe harbor provisions of Section 27A of the Securities Act and Section 21E of the Exchange Act. Words such as "anticipates," "believes," "plans," "expects," "intends," "will," "potential," "hope" and similar expressions are intended to identify forward-looking statements. The assumptions and expectations expressed in these forward-looking statements are subject to various risks and uncertainties, and, therefore, may never materialize or may prove to be incorrect. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties. These forward-looking statements may include, but are not limited to, statements about the benefits of our acquisitions, including financial and operating results following the acquisitions, and the Company's plans, objectives, expectations and intentions for the future. Among the risks and uncertainties that could cause actual results to differ from those expressed in forward-looking statements, include, but are not limited to, risks related to: unaudited estimates of BTC production; our future hash rate growth (expressed in terms of exahashes per second (EH/s)); our expected schedule of new miner deliveries; our ability to successfully deploy new miners; megawatt capacity under development; the integration of acquired businesses may not be successful, or such integration may take longer or be more difficult, time-consuming or costly to accomplish than anticipated; failure to otherwise realize anticipated efficiencies and strategic and financial benefits from the acquisitions; and the impact of COVID-19 on us, our customers, or on our suppliers in connection with our estimated timelines. Detailed information regarding other factors that may cause actual results to differ materially from those expressed or implied by statements in this Current Report and the Investor Presentation attached as Exhibit 99.1 to this Current Report may be found in the Company's filings with the SEC, including in the sections entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020, and our other filings with the SEC, including, but not limited to the additional risk factors set forth in the Company's Current Report on Form 8-K filed with the SEC on May 26, 2021, copies of which may be obtained from the SEC's website, www.sec.gov. All forward-looking statements included in this Current Report, including those made in the Investor Presentation attached as Exhibit 99.1 to this Current Report, are made only as of the date of this Current Report and, as applicable the date of the documents incorporated by reference herein. The Company disclaims any intention or obligation to update or revise any forward-looking statements to reflect events or circumstances that subsequently occur, or of which the Company hereafter becomes aware, except as required by law. Persons reading this Current Report and the documents incorporated by reference herein are cautioned not to place undue reliance on such forward-looking statements.

Item 9.01- Financial Statements and Exhibits.

(d) Exhibits.

99.1* Investor Presentation, dated as of December 8, 2021 (furnished pursuant


       to Item 7.01 of this Current Report).

104    Cover Page Interactive Data File (embedded within the Inline XBRL
       document).

* The information contained in this Exhibit is furnished but not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.












                                S I G N A T U R E

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

RIOT BLOCKCHAIN, INC.


  By: /s/ Jeffrey McGonegal
      Jeffrey McGonegal
      Chief Financial Officer


Date: December 9, 2021

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