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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): July 27, 2025
BITMINE
IMMERSION TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction
of
incorporation or organization) |
|
001-42675
(Commission
File
Number) |
|
84-3986354
(IRS
Employer
Identification
No.) |
10845
Griffith Peak Dr. #2
Las
Vegas, NV 89135
(Address
of principal executive office) (Zip Code)
(404)
816-8240
(Registrants’
telephone number, including area code)
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common Stock, par value
$0.0001 |
|
BMNR |
|
NYSE American 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
7.01 Regulation FD Disclosure.
On
July 27, 2025, Bitmine Immersion Technologies, Inc. (the “Company”) published an investor presentation (the
“Presentation”) that it plans to use for investor relations and other purposes. A copy of the Presentation
is attached as Exhibit 99.1 and is incorporated herein by reference.
On
July 27, 2025, the Company released a video (the “Video”) for its stockholders to provide an update regarding
the Company’s business and operations. A copy of the script for the Video is attached hereto as Exhibit 99.2 and is incorporated
herein by reference.
On July 28, 2025, the Company issued
a press release (the “Press Release”) announcing the Presentation and the Video. A copy of the Press Release
is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
The
information under this Item 7.01, including Exhibits 99.1, 99.2, and 99.3, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject
to the liabilities of that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the
Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Investor Presentation (July 2025). |
| 99.2 |
|
Script
of Video (July 2025). |
| 99.3 |
|
Press Release, dated July 28, 2025 |
| 104 |
|
Cover Page Interactive Data File (embedded within the
Inline XBRL document). |
SIGNATURES
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 thereunto duly authorized.
| |
Bitmine
Immersion Technologies, Inc. |
| |
|
|
| Dated: July 28, 2025 |
By: |
/s/
Jonathan Bates |
| |
Name: |
Jonathan Bates |
| |
Title: |
Chief Executive Officer |
