Riot Platforms' Board Adopts Revised Ethics Code With AI Limits And A Regulator-Reporting Clause
An 8-K filed Wednesday shows the revised code took effect October 1 and waived no provision of the prior version.
Riot Platforms' board adopted a revised Code of Ethics and Business Conduct on October 1, effective the same day, according to an 8-K filed Wednesday. The code covers every director, officer, employee, contractor, consultant and intern, and the filing says the amendments waived nothing in the prior code.
What the 8-K says
The filing, made under Item 5.05 (the disclosure required when a company amends its ethics code), lists six changes. They revise how conflicts of interest and corporate opportunities are disclosed and approved. They expand the rules on protecting company property and confidential information, including data, digital assets and the use of artificial intelligence.
The filing says the code now makes clear that nothing in it limits a person's ability to report possible violations of law to governmental agencies, or to communicate with them. It also consolidates the procedures for raising concerns and describes the types of misconduct that should be reported.
Enforcement and non-retaliation provisions were revised too, including how reported violations escalate and what discipline can follow. The procedures for approving waivers were updated. The company calls the remaining edits technical, administrative and non-substantive.
The code applies to the principal executive, financial and accounting officers. Chief Financial Officer Jason Chung signed the filing.
The AI rules in the new code
The full code, filed as Exhibit 14.1, says Covered Persons may use only approved AI tools. They may not enter confidential or non-public information into those tools unless authorized.
They also remain responsible for checking AI outputs for accuracy and bias.
The exhibit keeps the five core values it lists: transparency, accountability, urgency, teamwork and attention to detail. Officers and directors must take conflicts to the board, or to the Audit Committee for related-party transactions. Other employees go to the Chief Legal Officer or that person's designee.
What it changes for holders
Nothing in the filing alters financial results or the share count. It changes governance rules. The company also states that no provision of the old code was waived, explicitly or implicitly.
On the stock, Riot shares closed at $18.54 on Wednesday and traded at $18.52 in Wednesday after-hours trading, down about 0.11%, as of roughly 4:29 p.m. ET. That was before the filing was accepted at 4:30 p.m. ET (market data).
Any future waiver of the code for a director or executive officer must be disclosed within four business days, as the Nasdaq Listing Rules require.
