Exhibit · Form 10-K · Item 1A Risk Factors · scanned 2026-09-23
What the Bitcoin miners' filings say about the halving
20 Bitcoin miners (one former) are in this scan — a stated roster, not every Bitcoin miner. 19 have filed an annual report. All 19 disclose this one: the block subsidy halves on a schedule, transaction fees have not replaced it, and if that does not change, mining stops being worth doing. These are the companies the subsidy actually pays. Their own words, each linked to EDGAR.
The ETFs disclose it about an asset. The miners disclose it about themselves. What it costs ↓
Form 10-KItem 1A What the Bitcoin miners' filings say about the halving verified 2026-09-25 Download the full report Every quote with its EDGAR address and hash, the full roster, the arithmetic and the method.
Risk factors: declining mining rewards
verbatim · two of these companies describe the same fleet

Form 10-K · filed 2026-03-02
Item 1A Risk Factors
The scheduled reduction of Bitcoin mining rewards due to halving events may decrease our revenue and could force us to cease mining operations.
may decrease our revenue and could force us to cease mining operations
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2026-03-02
Item 1A Risk Factors
… will instead rely solely on transaction fees associated with the blocks they validate. Historically, transaction fees have represented a relatively small portion of total mining revenue. Although transaction fees have increased at various times due to network usage and reduced new-bitcoin issuance, we cannot predict whether such fees will increase, or remain at levels, sufficient to offset the decline in block rewards over time. If transaction fees do not rise to levels that support profitable mining operations, or if the economic incentives to mine otherwise diminish, our ability to generate revenue from Bitcoin Mining could be materially and adversely affected. …
we cannot predict whether such fees will increase, or remain at levels, sufficient to offset the decline in block rewards over time
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-02
Item 1A Risk Factors
The “halving” of rewards available on the Bitcoin network, or the reduction of rewards on other networks, has had and in the future could have a negative impact on our ability to generate revenue as our customers may not have an adequate incentive to continue mining and customers may cease mining operations altogether, which could have a material adverse effect on our business, financial condition and results of operations.
our customers may not have an adequate incentive to continue mining and customers may cease mining operations altogether
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Hosting model. Core Scientific hosts other companies’ machines, so this sentence is about its customers ceasing to mine — and the hosting demand that leaves with them. Its own revenue line, one step removed.
Form 10-K · filed 2026-02-24
Item 1A Risk Factors
… adverse legal or regulatory developments affecting bitcoin, mining operations, or access to the Bitcoin network. In particular, bitcoin halving events reduce block rewards by 50% approximately every four years, which, absent a corresponding increase in bitcoin prices or reductions in operating costs, materially reduces mining revenue and profitability.
materially reduces mining revenue and profitability
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-31
Item 1A Risk Factors
Periodic Bitcoin halving events reduce Mining rewards and could render our Mining operations unprofitable for sustained periods, which could have a material adverse effect on our business.
could render our Mining operations unprofitable for sustained periods
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2025-11-25
Item 1A Risk Factors
… there is no guarantee that any such price change will be favorable or would compensate for the reduction in mining reward. If a corresponding and proportionate increase in the price of bitcoin does not follow these anticipated halving events, the revenue from our mining operations would decrease, and we may not have an adequate incentive to continue mining and may cease mining operations altogether, which may adversely affect an investment in us.
we may not have an adequate incentive to continue mining and may cease mining operations altogether
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2026-02-25
Item 1A Risk Factors
… operations, mainly through American Bitcoin, would see a corresponding decrease, which would have a material adverse effect on our and American Bitcoin’s business, financial condition, and results of operations. If the award of Bitcoin rewards for solving blocks and transaction fees are not sufficiently high, we and American Bitcoin may not have an adequate incentive to continue mining and may decrease or cease our ASIC compute operations.
we and American Bitcoin may not have an adequate incentive to continue mining and may decrease or cease our ASIC compute operations
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Shared drafting. ABTC files near-identical language about the same machines — Hut 8 operates American Bitcoin's mining fleet. Counted here as one relationship, not two independent judgements.
Form 10-K · filed 2026-03-27
Item 1A Risk Factors
As the number of Bitcoin awarded for solving a block in a blockchain decreases, our ability to achieve profitability becomes more difficult. While the Bitcoin price has had a history of price fluctuations around the halving of our rewards, there is no guarantee that in future periods when a halving occurs the price change will be favorable or would compensate for the reduction …
our ability to achieve profitability becomes more difficult
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Shared drafting. HUT files near-identical language about the same machines — Hut 8 operates American Bitcoin's mining fleet. Counted here as one relationship, not two independent judgements.

Form 10-K · filed 2026-03-30
Item 1A Risk Factors
If the price of Bitcoin does not increase proportionally—or if mining difficulty does not decrease—halvings may reduce our mining revenue and profitability. This may also impact our hosted customers, whose ability to cover operating costs depends on the value of rewards earned. Over time, the Bitcoin network is expected to rely more on transaction fees instead of block rewards. However, if those …
halvings may reduce our mining revenue and profitability
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-06-02
Item 1A Risk Factors
… after a halving event, it is unlikely that the network Difficulty rate and price after the halving event would remain at the prevailing level prior to the halving event, when Bitcoin rewards per block are halved; this may offset some of the impact of the halving event. Nevertheless, there is a risk that a future halving event may render the Company unprofitable and unable to continue as a going concern.
a future halving event may render the Company unprofitable and unable to continue as a going concern
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2026-03-31
Item 1A Risk Factors
Based on the fundamentals of bitcoin mining and historical data on bitcoin prices and the network difficulty rate after a halving event, it is unlikely that the network difficulty rate and price would remain at the current level when the bitcoin rewards per block are halved, which could offset some of the impact of a halving event. Nevertheless, there is a risk that a future halving event may render the Corporation’s bitcoin mining operations to be unprofitable and may adversely impact its ability to continue as a going concern.
a future halving event may render the Corporation’s bitcoin mining operations to be unprofitable
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2026-03-31
Item 1A Risk Factors
… that reduces the block reward by 50% approximately every four years. The most recent halving occurred on April 19, 2024, reducing the block reward from 6.25 bitcoin to 3.125 bitcoin per block. The next halving is expected to occur in Spring 2028, further reducing the reward to 1.5625 bitcoin per block. Each successive halving reduces our revenue per block solved, and unless offset by increases in the price of bitcoin or transaction fees, could materially reduce our mining profitability. Decreased use and demand for bitcoin rewards may adversely affect our incentive to expend processing power to solve …
Each successive halving reduces our revenue per block solved
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-31
Item 1A Risk Factors
… networks are based on open-source protocols that evolve through decentralized development. Network participants may adopt changes to software, consensus rules, or economic parameters through protocol upgrades or forks. Such changes may impact transaction processing, fee dynamics, and miner incentives. As block rewards decline over time, mining economics are expected to become increasingly dependent on transaction fees, which are inherently variable. Any material changes affecting mining profitability could reduce demand for our colocation services or impact pricing. Since we do not control the development or governance of these networks, any such changes …
As block rewards decline over time, mining economics are expected to become increasingly dependent on transaction fees
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-31
Item 1A Risk Factors
… events, there is no guarantee that the price change will be favorable or would compensate for the reduction in mining reward. If a corresponding and proportionate increase in the price of Bitcoin does not follow these anticipated halving events, the revenue from our mining operations would decrease, and we may not have an adequate incentive to continue mining and may cease mining operations altogether, which may adversely affect an investment in us.
we may not have an adequate incentive to continue mining and may cease mining operations altogether
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2026-03-27
Item 1A Risk Factors
… have historically increased around these halving events, there is no guarantee that the price change will be favorable or would compensate for the reduction in mining rewards. If a corresponding and proportionate increase in the price of Bitcoin does not follow the upcoming or future halving events, the revenue we earn from our Bitcoin mining operations would see a decrease, which could have a material adverse effect on our results of operations and financial condition.
the revenue we earn from our Bitcoin mining operations would see a decrease
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-31
Item 1A Risk Factors
… our mining operations would see a corresponding decrease, which would have a material adverse effect on our business and operations. To illustrate, even if the price of Bitcoin remains at its price as of today, all other factors being equal (including the same number of miners and a stable hash rate), our revenue would decrease substantially upon the next Halving.
our revenue would decrease substantially upon the next Halving
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-04-01
Item 1A Risk Factors
The Bitcoin network features a large and growing number of miners competing for limited mining rewards. This competition intensifies with each participant added to the network. The competitive environment is exacerbated by the fact that the Bitcoin protocol halves mining rewards approximately every four years, reducing the potential earnings for miners and increasing the importance of operational efficiency. This requires us to continuously invest in new mining equipment to earn consistent Bitcoin mining rewards.
the Bitcoin protocol halves mining rewards approximately every four years, reducing the potential earnings for miners
Translation of the highlighted sentence. The excerpt above is the filing's own English.

Form 10-K · filed 2026-03-17
Item 1A Risk Factors
… be no assurance that the price of Bitcoin will sufficiently increase to justify the increasingly high costs of mining for Bitcoin given the Halving feature. If a corresponding and proportionate increase in the trading price of these cryptocurrencies does not follow these anticipated Halving events, the revenue we earn from our mining operations will see a corresponding decrease, which would have a material adverse effect on our business and operations. To illustrate, even if the price of Bitcoin remains at its price as of today, all other factors being equal (including the same number of miners and a stable hash rate) …
the revenue we earn from our mining operations will see a corresponding decrease
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Former miner. MGT stopped mining bitcoin in March 2025 and sold its facility in May; this annual report, filed the following March, still carries the risk factor.
Form 10-K · filed 2026-02-27
Item 1A Risk Factors
The number of new bitcoin awarded for solving a block is cut in half at mathematically predetermined intervals, known as “halving”. The next halving for the bitcoin blockchain is currently anticipated to occur in April 2028. While bitcoin prices have historically increased around these halving events, there is no guarantee that the price change will be favorable or would compensate for the reduction in mining rewards. If a corresponding and proportionate increase in the price of bitcoin does not follow future halving events, the revenue we earn from our bitcoin mining operations would see a decrease, which could have a material adverse effect on our results …
there is no guarantee that the price change will be favorable or would compensate for the reduction in mining rewards
Translation of the highlighted sentence. The excerpt above is the filing's own English.
fees ÷ (fees + subsidy), BTC terms · monthly average of daily values since 2012 · ▲ halving · the shaded band is the shortfall: to hold miner revenue where it is today when the subsidy halves at block 1,050,000, fees must reach 50% of revenue — 78× today — at a constant BTC price. Fees are drawn flat because nothing in the series implies a climb. · data through 2026-09-11 · verified 2026-09-25
The halving is the schedule. The security budget is the consequence.
The security-budget index today, against five published benchmarks for what it should be.
OPEN →What Bitcoin pays miners, live, per second — and what it stops paying at block 1,050,000.
OPEN →What has to replace the block reward as it goes to zero, and one way it could.
Quotes are excerpts from public SEC filings, reproduced verbatim for commentary. Issuer names and marks identify the documents quoted and imply no affiliation or endorsement. Nothing here is investment advice. Filings scanned 2026-09-23 · figures verified 2026-09-25.
Logo files via Wikimedia Commons and the issuers' own sites; the Hut 8 mark is CC BY 4.0 (Commons). Full attribution in logos/_sources.json.