Cipher Mining (CIFR) Proxy filing summary

Voting matters and shareholder proposals

• Election of three directors: Thomas Duda, James Newsome, and Wesley Williams, with board recommending a vote for all nominees.

• Ratification of CBIZ CPAS P.C. as independent registered public accounting firm for 2026, recommended for approval.

• Advisory vote on executive compensation, with board recommending approval.

• Provision for other business to be addressed if properly presented at the meeting.

Board of directors and corporate governance

• Three director nominees are up for election at the annual meeting.

Executive compensation and say-on-pay

• Advisory vote on the compensation of named executive officers is included as a proposal.