Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Agreements of Certain Officers.

On June 1, 2022, Jeffrey G. McGonegal, age 71, the Chief Financial Officer (the "CFO") of Riot Blockchain, Inc. ("Riot," "us," "we," "our," or the "Company") notified the Company of his intent to retire from his position as the Company's long-standing CFO, to take effect as of August 15, 2022 (the "Effective Date"). Beginning on the Effective Date, Mr. McGonegal is expected to continue to be employed by the Company in the role of Senior Advisor, through the term of his existing employment agreement ending February 7, 2023, and subsequently intends to serve in a consulting capacity to Riot. Mr. McGonegal served as the Company's Chief Financial Officer from 2002 until 2018 and again in 2021 until present. Mr. McGonegal also served as the Company's Chief Executive Officer from 2019 to 2021.

Upon Mr. McGonegal's retirement, Colin Yee, will succeed Mr. McGonegal as CFO. Mr. Yee has been the Head of Corporate & Financial Operations at the Company since April 2022. Prior to joining Riot, Mr. Yee was the Chief Financial Officer of a mid-market private equity firm specializing in renewable energy and infrastructure, the CFO of a publicly traded real estate company in Canada, and most recently, the Chief Operating Officer and Chief Financial Officer of a family office with controlling interests in companies focused on construction and geothermal systems. He is a Chartered Professional Accountant and holds Bachelor of Science and Bachelor of Commerce degrees from the University of Calgary.

The Company issued a press release on June 1, 2022 (the "Press Release") announcing Mr. McGonegal's planned retirement, a copy of which is furnished as Exhibit 99.1 to this report and is also available on the "Press Releases" page of our website, www.riotblockchain.com/news-media, under the "Press Releases" tab.

Item 9.01- Financial Statements and Exhibits.





(d)  Exhibits.



99.1     Press Release dated June 1, 2022 announcing CFO Transition Plan.

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















                                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
      Name: Jeffrey McGonegal
      Title: Chief Financial Officer

Date: June 6, 2022

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