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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): April 6, 2026
BITMINE
IMMERSION TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-42675 |
|
84-3986354 |
(State
or other jurisdiction of
incorporation or organization) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
800
Connecticut Avenue
Norwalk,
Connecticut 06854
(Address
of principal executive office) (Zip Code)
203-401-8200
(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
April 6, 2026, Bitmine Immersion Technologies, Inc. (the “Company”) issued a press release (the “Press
Release”) providing an update on the Company’s operations. A copy of the Press Release is attached as Exhibit 99.1
and is incorporated herein by reference.
The
information under this Item 7.01, including Exhibit 99.1, 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 8.01. Other Events.
The Company has entered into a Transfer
Agency and Registrar Services Agreement (the “TA Agreement”) with Equiniti Trust Company, LLC (“Equiniti”).
Pursuant to the TA Agreement, the Company engaged and appointed Equiniti to serve as the Company’s transfer agent, replacing West
Coast Stock Transfer, Inc. Beginning April 8, 2026 and moving forward, Equiniti will serve as the transfer agent for the Company’s
common stock.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release, dated April 6, 2026. |
| 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:
April 6, 2026 |
By: |
/s/
Chi Tsang |
| |
Name: |
Chi
Tsang |
| |
Title: |
Chief
Executive Officer |
Exhibit 99.1
Bitmine
Immersion Technologies (BMNR) Announces ETH Holdings Reach 4.803 Million Tokens, and Total Crypto and Total Cash Holdings of $11.4 Billion
Bitmine
has been approved for uplisting to the New York Stock Exchange (“NYSE”) from the NYSE American effective at the opening of
trading on April 9, 2026
Bitmine
has 3,334,637 staked ETH, representing $7.1 billion at $2,123 per ETH
MAVAN
(Made in America VAlidator Network) is the premier Ethereum staking destination for BMNR and institutional investors, with a focus on
security, performance, and resilience
Bitmine
now owns 3.98% of the ETH token supply, over 79% of the way to the ‘Alchemy of 5%’ in just 9 months
Bitmine
owns $92 million of ORBS, now one of the only publicly listed equities in the world to give investors direct exposure to OpenAI
Bitmine
Crypto + Total Cash Holdings + “Moonshots” total $11.4 billion, including 4.803 million ETH tokens, total cash of $864 million,
and other crypto holdings
Bitmine
leads crypto treasury peers by both the velocity of raising crypto NAV per share and by the high trading liquidity of BMNR stock
Bitmine
is the 96th most traded stock in the US, trading $987 million per day (5-day avg)
Bitmine
remains supported by a premier group of institutional investors including ARK’s Cathie Wood, MOZAYYX, Founders Fund, Bill Miller
III, Pantera, Kraken, DCG, Galaxy Digital and personal investor Thomas “Tom” Lee to support Bitmine’s goal of acquiring
5% of ETH
NORWALK,
CT, April 6, 2026 /PRNewswire/ -- (NYSE AMERICAN: BMNR) Bitmine Immersion Technologies, Inc. (“Bitmine” or the “Company”)
a Bitcoin and Ethereum Network company with a focus on the accumulation of crypto for long term investment, today announced Bitmine crypto
+ total cash + “moonshots” holdings totaling $11.4 billion.
Additionally,
the company announced that it has been approved for uplisting to the New York Stock Exchange (“NYSE”) from the NYSE American.
As a result of the uplisting, the Company’s common stock will cease trading on the NYSE American after market close on April 8,
2026, and will commence trading on the NYSE effective at the opening of trading on April 9, 2026. The Company’s common stock will
continue to trade under the symbol “BMNR”.
As
of April 5, 2026 at 8:30pm ET, the Company’s crypto holdings are comprised of 4,803,334 ETH at $2,123 per ETH (Coinbase NASDAQ:
COIN), 198 Bitcoin (BTC), $200 million stake in Beast Industries, $92 million stake in Eightco Holdings (NASDAQ: ORBS) (“moonshots”)
and total cash of $864 million. Bitmine’s ETH holdings are 3.98% of the ETH supply (of 120.7 million ETH).
“The
Iran war enters its 6th week and this war remains the most important driver of global markets. ETH remains the second best performing
asset since the start of the war, with a 6.8% gain and outperforming the S&P 500 by 1,130bp. And ETH beating gold by 1,840bp demonstrates
ETH is the wartime store of value. At the moment, this war exerts more influence on risk markets than global central banks,” said
Thomas “Tom” Lee, Chairman of Bitmine.

“The
war has placed downward pressure on global markets, so it is impressive to see ETH as one of the few to rise on an absolute basis. This
is a great harbinger, as we expect ETH leadership to strengthen investors and eventually take cash off the sidelines,” continued
Lee. “Ethereum continues to benefit from the dual tailwinds of Wall Street tokenizing on the blockchain and from agentic AI systems
increasingly needing public and neutral blockchains.”
“Bitmine
has maintained the increased pace of ETH buys in each of the past four weeks, as our base case ETH is in the final stages of the ‘mini-crypto
winter.’ In the past week, we acquired 71,252 ETH which is the highest pace of buys since the week of December 22, 2025,”
stated Lee.
Bitmine
announced the official launch of MAVAN (the Made in American VAlidator Network), the institutional grade staking platform. While MAVAN
was originally developed to support Bitmine’s own Ethereum treasury, MAVAN intends to expand to serve institutional investors,
custodians, and ecosystem partners seeking best-in-class staking infrastructure. A portion of Bitmine’s ETH is already staked on
the MAVAN platform.
As
of April 6, 2026, Bitmine total staked ETH stands at 3,334,637 ($7.1 billion at $2,123 per ETH). “Bitmine has staked more ETH than
other entities in the world. At scale (when Bitmine’s ETH is fully staked by MAVAN and its staking partners), the ETH staking reward
is $282 million annually (using 2.78% 7-day BMNR yield),” stated Lee.

“Annualized
staking revenues are now $196 million. And this 3.3 million ETH is about 69% of the 4.8 million ETH held by Bitmine. The CESR (Composite
Ethereum Staking Rate, administered by Quatrefoil) is 2.74%, while Bitmine’s own staking operations generated a 7-day yield
of 2.78% (annualized),” continued Lee.
Bitmine
crypto holding reigns as the #1 Ethereum treasury and #2 global treasury, behind Strategy Inc. (NASDAQ: MSTR), which owns 762,099 BTC
valued at $51 billion. Bitmine remains the largest ETH treasury in the world.
Bitmine
is one of the most widely traded stocks in the US. According to data from Fundstrat, the stock has traded average daily dollar volume
of $987 million (4-day average, as of April 2, 2026), ranking #96 in the US, behind Schlumberger (rank #95) and ahead of Adobe (rank
#97) among 5,704 US-listed stocks (statista.com and Fundstrat research).

The
GENIUS Act and Securities and Exchange Commission’s (the “SEC”) Project Crypto are as transformational to financial
services in 2025 as US action on August 15, 1971 ending Bretton Woods and the USD on the gold standard 54 years ago. This 1971 event
was the catalyst for the modernization of Wall Street, creating the iconic Wall Street titans and financial and payment rails of today.
These proved to be better investments than gold.
The
Chairman’s message can be found here:
https://www.Bitminetech.io/chairmans-message
The
Fiscal Full Year 2025 Earnings presentation and corporate presentation can be found here: https://Bitminetech.io/investor-relations/
To
stay informed, please sign up at: https://Bitminetech.io/contact-us/
About
Bitmine
Bitmine
(NYSE AMERICAN: BMNR) is a Bitcoin miner with operations in the US. The company is deploying its excess capital to be the leading Ethereum
Treasury company in the world, implementing an innovative digital asset strategy for institutional investors and public market participants.
Guided by its philosophy of “the alchemy of 5%,” the Company is committed to ETH as its primary treasury reserve asset, leveraging
native protocol-level activities including staking and decentralized finance mechanisms. The Company launched MAVAN (Made-in America
VAlidator Network), a dedicated staking infrastructure for Bitmine assets, in 2026.
For
additional details, follow on X:
https://x.com/bitmnr
https://x.com/fundstrat
https://x.com/bmnrintern
Forward
Looking Statements
This
press release contains statements that constitute “forward-looking statements.” The statements in this press release that
are not purely historical are forward-looking statements which involve risks and uncertainties. This document specifically contains forward-looking
statements regarding progress and achievement of the Company’s goals regarding ETH acquisition and staking, the long-term value
of Ethereum, continued growth and advancement of the Company’s Ethereum treasury strategy and the applicable benefits to the Company.
In evaluating these forward-looking statements, you should consider various factors, including Bitmine’s ability to keep pace with
new technology and changing market needs; Bitmine’s ability to finance its current business, Ethereum treasury operations and proposed
future business; the competitive environment of Bitmine’s business; and the future value of Bitcoin and Ethereum. Actual future
performance outcomes and results may differ materially from those expressed in forward-looking statements. Forward-looking statements
are subject to numerous conditions, many of which are beyond Bitmine’s control, including those set forth in the Risk Factors section
of Bitmine’s Form 10-K filed with the SEC on November 21, 2025, as well as all other SEC filings, as amended or updated from time
to time. Copies of Bitmine’s filings with the SEC are available on the SEC’s website at www.sec.gov. Bitmine undertakes
no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
SOURCE
Bitmine Immersion Technologies, Inc.
MEDIA
CONTACT:
Marcy
Simon
Marcy@agentofchange.com
+19178333392