Bitmine Immersion president exits with cash severance

Bitmine Immersion Technologies entered into a Separation Agreement with its President, Erik Nelson, effective January 22, 2026.

Rhea-AI Filing Summary

Bitmine Immersion Technologies entered into a Separation Agreement with its President, Erik Nelson, effective January 22, 2026. His employment was terminated without Cause under his Employment Agreement after review and approval by the Compensation Committee and the Board.

In exchange for signing and not revoking the Separation Agreement and complying with its terms, Mr. Nelson will receive a lump-sum notice payment of $20,000 and a lump-sum severance payment of $585,000. The company states that his departure is not related to any disagreement over operations, policies, or practices, and the Board publicly thanks him for his service.

Insights

Corporate governance and compensation analyst

Bitmine’s president exits without cause with defined cash severance.

Bitmine Immersion Technologies is transitioning leadership as President Erik Nelson’s employment ends without Cause effective January 22, 2026. The Board and its Compensation Committee formally approved a Separation Agreement, which structures his departure and compensatory terms.

Under this agreement, Mr. Nelson receives a lump-sum notice payment of $20,000 and a lump-sum severance payment of $585,000, conditioned on executing, not revoking, and complying with the agreement. This clarifies the immediate cash cost and avoids ongoing salary or extended benefits language in the excerpt.

The company explicitly states that the termination is not due to a disagreement about operations, policies, or practices, which may help limit concerns about internal conflict. Future disclosures in regular company reports may provide additional context on the leadership structure and any strategic changes following this departure.

8-K Event Classification

3 items: 1.01, 5.02, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

What did Bitmine Immersion Technologies (BMNR) disclose about its president’s departure?

Bitmine Immersion Technologies disclosed that President Erik Nelson’s employment ended without Cause effective January 22, 2026. A Board-approved Separation Agreement governs his exit, including cash payments, and the company states the termination is not related to any disagreement over operations, policies, or practices.

How much severance will Bitmine Immersion Technologies’ (BMNR) president receive?

Under the Separation Agreement, former President Erik Nelson will receive a lump-sum notice payment of $20,000 and a separate lump-sum severance payment of $585,000. These amounts are contingent on his execution, non-revocation, and continued compliance with the terms of the Separation Agreement described by the company.

Was the Bitmine Immersion Technologies (BMNR) president’s termination linked to a disagreement with the company?

The company states that Erik Nelson’s termination as President is not related to any disagreement regarding Bitmine Immersion Technologies’ operations, policies, or practices. This language is intended to clarify that his exit does not stem from reported disputes over how the business is being run.

Who approved the Separation Agreement for Bitmine Immersion Technologies’ (BMNR) president?

Both the Compensation Committee and the full Board of Directors of Bitmine Immersion Technologies took action on January 22, 2026 to review and approve the Separation Agreement. Their approval covers the separation terms and related benefits granted to President Erik Nelson in connection with his departure.

What formal document governs the Bitmine Immersion Technologies (BMNR) president’s exit terms?

Erik Nelson’s exit terms are governed by a Separation Agreement and General Release dated January 22, 2026. It references his prior Employment Agreement and sets specific cash payments and conditions, and is listed as Exhibit 10.1, titled Nelson Separation Agreement, in the company’s exhibit index.

How is Cause defined in relation to Bitmine Immersion Technologies’ (BMNR) president’s termination?

The company notes that Erik Nelson’s employment terminated without Cause, with Cause defined in his Employment Agreement dated September 1, 2025. While the excerpt does not restate that definition, referencing the Employment Agreement clarifies that the separation does not invoke the contractual grounds categorized as Cause.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/28/2026 - 04:05 PM Learn about SEC filing dates

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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): January 22, 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.)

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 1.01. Entry into a Material Definitive Agreement.

On January 22, 2026, Bitmine Immersion Technologies, Inc. (the “Company”) entered into a Separation Agreement and General Release (the “Separation Agreement”) with its President, Erik Nelson, memorializing the terms of his separation from the Company. The Company also provided Mr. Nelson notice of his separation on the same date. The Compensation Committee of the Board of Directors and the Board of Directors (the “Board”) each took action on January 22, 2026, to review and approve the Separation Agreement and the separation benefits contemplated thereby.

Under the Separation Agreement, the parties agreed that Mr. Nelson’s employment will terminate without Cause (as defined in the Employment Agreement, made and entered into as of September 1, 2025, by and between the Company and Mr. Nelson (the “Employment Agreement”)) effective as of January 22, 2026.

In consideration of his execution, non-revocation, and continued compliance with the Separation Agreement, Mr. Nelson will receive the following separation payments and benefits:

	●	A lump sum notice payment of $20,000.
	●	A lump sum severance payment of $585,000.

The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As described above under Item 1.01 of this Current Report on Form 8-K, on January 22, 2026, Mr. Nelson was terminated without Cause (as defined in the Employment Agreement) from his position as President, effective as of January 22, 2026. Mr. Nelson’s termination is not related to a disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The Board thanks Mr. Nelson for his distinguished service and valuable contributions to the Company. A summary of the material terms of the Separation Agreement is set forth under Item 1.01 above and is incorporated by reference into this Item 5.02.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
10.1		Nelson Separation Agreement, dated January 22, 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: January 28, 2026	By:	/s/ Chi Tsang
	Name:	Chi Tsang
	Title:	Chief Executive Officer