Washington, D.C.  20549





Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): September 30, 2019 (September 25, 2019)


Riot Blockchain, Inc.

(Exact name of registrant as specified in its charter)


Nevada 001-33675 84-1553387
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)


  202 6th Street, Suite 401,  
  Castle Rock, CO  80104  
  (Address of principal executive offices)   


  (303) 794-2000  
  (Registrant’s telephone number, including area code)  



(Former name, former address, and former fiscal year, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   RIOT   NASDAQ Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company 


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 





Item 1.02   Termination of a Material Definitive Agreement.


On September 25, 2019, effective as of September 12, 2019, Riot Blockchain, Inc. (“Riot,” “we” or the “Company”) and Synapse Financial Technologies, Inc. (“Synapse”) mutually agreed to terminate the Master Services Agreement and Software-as-a-Service Order Form agreement (the “Synapse Agreement”) first reported by the Company as Exhibit 10.1 to its current report on form 8-K filed October 29, 2018. The Company and Synapse agreed to terminate the Synapse Agreement in exchange for a one-time payment by the Company to Synapse of $50,000 and Riot’s release of Synapse from all claims arising under the Synapse Agreement. The initial service term of the Synapse Agreement was scheduled to expire December 31, 2019, unless extended.


Riot is currently exploring other potential service provider options.








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


  By: /s/ Jeffrey G. McGonegal
    Jeffrey G. McGonegal,
    Chief Executive Officer


Date: September 30, 2019