An Amendment No. 25 to Schedule 13D was filed on November 4, 2026, by Bitfury Top HoldCo B.V., Bitfury Group Ltd., V3 Holding Ltd., and Valerijs Vavilovs, disclosing updated beneficial ownership positions in Cipher Digital Inc. following the settlement of two forward contract tranches.

Key Highlights

  • V3 tranche settlement: On October 26, 2026, V3 Holding Ltd. settled the second of three tranches of its November 2025 forward contract, transferring 1,805,000 shares to the unaffiliated third-party dealer at a settlement price of $8.11.
  • Bitfury Top HoldCo tranche: On November 2, 2026, Bitfury Top HoldCo B.V. settled the second of three tranches of its separate forward contract entered into on November 14, 2025 with the same dealer.
  • Bitfury Top HoldCo ownership: Bitfury Top HoldCo B.V. beneficially owns 23,763,382 shares, representing 5.2% of Cipher Digital Inc.'s common stock, with all voting and dispositive power shared.
  • V3 Holding and Vavilovs ownership: V3 Holding Ltd. and Valerijs Vavilovs each report beneficial ownership of 51,026,694 shares, representing 11.2% of common stock outstanding.
  • Share count basis: Percentage calculations are based on 456,365,113 shares of common stock outstanding as of October 30, 2026, as disclosed in Cipher Digital Inc.'s quarterly report filed November 2, 2026.
  • Corporate chain: According to the filing, Valerijs Vavilovs is the sole owner of V3, which is the majority owner of Bitfury Group Ltd., which is the sole owner of Bitfury Top HoldCo B.V.

Forward Contract Settlements and Ownership Positions in Cipher Digital Inc.

According to the filing, Cipher Digital Inc. is a Delaware corporation with its principal executive offices at 1 Vanderbilt Avenue, Floor 54, New York, New York 10017. The reporting persons have maintained a disclosed ownership stake in the company since at least September 23, 2021, when the original Schedule 13D was first filed, and this amendment is the twenty-fifth in the series.

The filing discloses that on October 26, 2026, V3 Holding Ltd. settled the second of three tranches under a forward contract originally entered into on November 3, 2025 with an unaffiliated third-party dealer. The filing states that the settlement price on October 23, 2026 was $8.11, and that V3 transferred 1,805,000 shares to the dealer as a result. Separately, the filing states that on November 2, 2026, Bitfury Top HoldCo B.V. settled the second of three tranches of its own forward contract, which had been entered into on November 14, 2025 with the same dealer.

As of the filing date of November 4, 2026, Bitfury Top HoldCo B.V. is reported as the direct holder of 23,763,382 shares of common stock, while V3 Holding Ltd. is reported as the direct holder of 27,263,312 shares. The filing describes the ownership chain as follows: Valerijs Vavilovs, a Latvian national, is the sole owner of V3 Holding Ltd. (organized in the Cayman Islands), which is the majority owner of Bitfury Group Ltd. (organized in the United Kingdom), which is in turn the sole owner of Bitfury Top HoldCo B.V. (organized in the Netherlands). The filing states that as a result of these relationships, each of Mr. Vavilovs, V3, and Bitfury Group Ltd. may be deemed to share beneficial ownership of the shares held by Bitfury Top HoldCo B.V.

What Was Disclosed

The reporting persons disclosed the settlement of two second-tranche forward contract positions in Cipher Digital Inc. common stock, updated beneficial ownership figures for each entity in the ownership chain, and the share count basis used to calculate percentage ownership as of November 4, 2026.