BitMine Immersion Technologies, Inc. 8-K Filings

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.

Bitmine Immersion Technologies, Inc. appointed Young Kim to its Board of Directors, effective January 23, 2026, adding board duties to his current roles as Chief Financial Officer and Chief Operating Officer. Kim brings extensive investment management experience, having served as a partner and senior portfolio manager at Axiom Investors and as a senior portfolio manager at Columbia Threadneedle Investments overseeing more than $7 billion in emerging markets assets. The company notes there are no special arrangements, family relationships, or related-party transactions connected to his appointment. Bitmine also referenced an operations update press release dated January 26, 2026, which is filed as an exhibit.

Bitmine Immersion Technologies, Inc. reported that stockholders approved a major charter amendment increasing the number of authorized common shares from 500,000,000 to 50,000,000,000. The related Certificate of Amendment was filed in Delaware and became effective at 12:00 p.m. Eastern Time on January 16, 2026 for accounting purposes.

At the same annual meeting, stockholders elected eight directors to serve until the next annual meeting and approved the Bitmine Immersion Technologies, Inc. 2025 Omnibus Incentive Plan. They also approved, on a non-binding advisory basis, a special performance-based compensation arrangement for the executive chairman.

Bitmine Immersion Technologies, Inc. furnished information about an investment in Beast Industries Co. through a current report. The company issued a press release describing this investment and also released a presentation prepared for its annual meeting of stockholders. Both the press release and the investor presentation are attached as exhibits and are treated as Regulation FD disclosures, meaning they are provided for informational purposes and are not deemed filed under the stricter liability provisions of the securities laws.

Bitmine Immersion Technologies, Inc. filed a current report describing a new video message to its stockholders. The video encourages stockholders to vote “FOR” the Charter Amendment Proposal at the company’s upcoming annual meeting. A transcript of the video is included as an exhibit to the report.

The company reminds investors that a definitive proxy statement and proxy card for the annual meeting have been filed with the SEC. These materials contain detailed information about the proposals to be voted on, including the Charter Amendment Proposal, and can be accessed for free through the SEC’s website or the investor relations section of Bitmine’s website.

Bitmine Immersion Technologies, Inc. filed a current report to note that it issued a press release on January 12, 2026 providing an update on the company’s operations. The press release is furnished as Exhibit 99.1 and is treated as “furnished” rather than “filed” for securities law purposes, which limits certain liability and incorporation-by-reference effects.

The company’s common stock, with a par value of $0.0001 per share, trades on the NYSE American under the symbol BMNR. The filing is made under a Regulation FD disclosure item, indicating the company is sharing information intended to keep all investors informed at the same time.

Bitmine Immersion Technologies, Inc. appointed Young Kim as Chief Financial Officer and Chief Operating Officer, effective January 1, 2026. The company later entered into an employment agreement that sets his base salary at $500,000 and makes him eligible for a performance-based annual bonus of up to $750,000, with metrics set by the board each year.

Kim is an investment executive with over two decades of experience, including senior portfolio manager roles overseeing more than $7 billion in emerging markets assets and prior roles in investment firms and technology startups. He will also be eligible for annual restricted stock unit awards with a target value of $1,750,000, vesting over four years, subject to continued employment.

If he is terminated without cause or resigns for good reason, he may receive salary continuation for 12 months, certain bonus amounts, continued COBRA premiums for up to 12 months, and vested equity, with enhanced 18‑month cash severance if such a termination occurs within 12 months after a change in control. The company also disclosed customary confidentiality, non‑competition, and non‑solicitation covenants and filed his employment agreement and a related press release as exhibits.

Bitmine Immersion Technologies, Inc. reported that it issued a press release on January 5, 2026 providing an update on its operations. The company furnished this operational update under a Regulation FD disclosure, meaning it is intended to share information broadly and fairly with the market. The press release is included as Exhibit 99.1, and the company notes that this information is being furnished rather than filed, so it is not subject to certain liability provisions of the securities laws or automatically incorporated into other securities filings.

Bitmine Immersion Technologies, Inc. reported that on January 2, 2026 it issued a press release encouraging its stockholders to vote “FOR” a Charter Amendment Proposal at the company’s upcoming annual meeting. The press release is included as Exhibit 99.1 to this report and is incorporated by reference. The company states that the information provided under Regulation FD, including Exhibit 99.1, is being furnished rather than filed, so it is not subject to Section 18 liability under the Exchange Act and is not automatically incorporated into other securities law filings.

Bitmine Immersion Technologies, Inc. reported that it has published several stockholder communications related to a Charter Amendment Proposal that will be voted on at its upcoming annual meeting of stockholders. On January 2, 2026, the company made available an investor presentation led by Chairman Tom Lee, released a video of that presentation along with a written transcript, and posted related materials on social media, all focused on the proposal and the annual meeting.

The presentation, video transcript, and social media posts are furnished as exhibits to this report. The company highlights that these materials are part of its proxy solicitation efforts and points stockholders to its definitive proxy statement on Schedule 14A, which provides detailed information about the proposals, executive and director compensation, and security ownership.

Bitmine Immersion Technologies, Inc. disclosed that on December 29, 2025 it shared several communication materials related to its upcoming annual meeting of stockholders. The company published a presentation given by Tom Lee, Chairman of the Board, discussing matters for the annual meeting and made it available as Exhibit 99.1.

On the same date, the company released a video of that presentation and filed the video transcript as Exhibit 99.2, along with a press release as Exhibit 99.3 that provides an update on operations and announces the presentation and video while urging stockholders to vote on annual meeting proposals. Bitmine also issued an audio message to stockholders of record as of December 8, 2025, reminding them to vote; the message is filed as Exhibit 99.4. All of these materials are furnished under Regulation FD and are not deemed filed for liability purposes under the Exchange Act.

Bitmine Immersion Technologies, Inc. filed a current report stating that it issued a press release on December 22, 2025 providing an update on its operations. The press release is included as an exhibit and is incorporated by reference for the detailed information. The company also notes that this operational update is furnished under a disclosure rule and is not treated as having been formally filed for liability purposes under certain securities laws.

Bitmine Immersion Technologies, Inc. reported that it has issued a press release inviting its stockholders to attend its annual meeting in Las Vegas on January 15, 2026. The company is also encouraging stockholders to cast their votes at this meeting, underscoring the importance of shareholder participation in corporate decisions. The press release is included as an exhibit and is referenced for additional details on the meeting and voting logistics.

Bitmine Immersion Technologies, Inc. entered into a Separation Agreement and General Release with its Chief Financial Officer, Raymond Mow, covering his transition and departure. His employment will end without Cause effective January 16, 2026, and he will continue to serve as CFO and perform defined transition duties until that date.

In exchange for his releases and transition services, Mr. Mow will receive a lump-sum severance of 1,137,500, a pro-rated fiscal 2026 annual cash bonus of 78,750, and a pro-rated target fiscal 2026 performance bonus of 85,312.50. He will also receive 150,000 representing acceleration of three remaining quarterly payments under a consulting agreement with Ethereum Tower LLC.

The agreement accelerates vesting of the portion of his restricted stock units for the remaining three quarters of fiscal 2026, calculated by dividing 455,000 by the closing price of the company’s common stock on the last business day of the preceding fiscal year. The company states that his resignation is not related to any disagreement on operations, policies, or practices. Separately, the company issued an operations update press release on December 15, 2025, attached as an exhibit.

Bitmine Immersion Technologies, Inc. reported that on December 5, 2025, director Raymond Mow resigned from its Board of Directors, effective immediately. The company states that his resignation was not related to any disagreement about its operations, policies, or practices, and the Board expressed appreciation for his contributions.

The company also highlighted its recent visibility efforts at Binance Blockchain Week 2025 in Dubai. Chairman Tom Lee delivered a presentation there, and Bitmine later released a video of his address along with a transcript and a press release providing an operations update. These materials are furnished as exhibits and are treated as informational disclosures rather than being filed for liability purposes under the securities laws.

Bitmine Immersion Technologies, Inc. reported that it has made public a corporate presentation delivered by its Chairman, Tom Lee, at Binance Blockchain Week 2025 in Dubai. The presentation, dated December 4, 2025, is being shared with the market to provide the same information that was presented at the conference.

The presentation is furnished as Exhibit 99.1 and is designated under Regulation FD, meaning it is intended to ensure fair disclosure of information. The company notes that this material is being furnished rather than filed, so it is not subject to certain liability provisions of the securities laws unless specifically incorporated into other reports.

Bitmine Immersion Technologies, Inc. reported that it has issued a press release providing an update on its operations. The company furnished this update through a public disclosure, attaching the full press release as an exhibit to the report. The press release itself is treated as informational and is not considered filed for liability purposes under the securities laws unless specifically incorporated by reference in another document.

Bitmine Immersion Technologies, Inc. furnished a Form 8-K under Regulation FD to report that it issued a press release providing an update on the company’s operations on November 24, 2025. The press release is included as Exhibit 99.1 and is incorporated by reference for more detailed information. The company notes that the information in this Item 7.01, including Exhibit 99.1, is being furnished rather than filed, which limits its exposure to certain liabilities under the Securities Exchange Act of 1934.

Bitmine Immersion Technologies, Inc. (BMNR) reported that it has released financial results for its fiscal year ended August 31, 2025. The company issued an earnings press release and also prepared an investor presentation on November 21, 2025 to provide additional information about its operations and financial condition. Both documents are attached as exhibits to this report and are incorporated by reference, but are classified as "furnished" rather than "filed" under securities law, which limits certain legal liabilities.

Bitmine Immersion Technologies, Inc. filed a current report to share that it has engaged Tom DeMark and DeMark Analytics, LLC as a strategic advisor. The engagement was announced in a press release dated November 19, 2025, which is included as an exhibit to the report. The company notes that this press release is being furnished for Regulation FD disclosure purposes and is not deemed filed under securities laws unless specifically incorporated by reference in a future filing.

Bitmine Immersion Technologies, Inc. filed a current report announcing new investor communications materials. On November 17, 2025, the company published an investor presentation intended for investor relations and other purposes, released a video update for stockholders on its business and operations, and issued a press release describing these materials. The investor presentation, video script, and press release are included as exhibits to the report but are furnished rather than filed, meaning they are not automatically subject to certain Exchange Act liabilities or incorporated into other securities law filings unless specifically referenced.

Bitmine Immersion Technologies (BMNR) announced leadership and board changes. On November 11, 2025, three directors—Seth Bayles, John Kelly, and Erik Nelson—resigned from the Board, not due to any disagreement. On November 12, 2025, the Board appointed three independent directors: Jason Edgeworth, Olivia Howe, and Robert Sechan.

CEO transition: Jonathan Bates resigned as Chief Executive Officer and Director, not due to any disagreement. The Company appointed Chi Tsang as Chief Executive Officer and Director, effective immediately. Under a Separation Agreement, the Company will pay Mr. Bates a lump-sum cash severance of $1,912,500 within thirty days after the seven-day revocation period.

Director compensation and committees: Independent directors receive stock-based compensation beginning November 2025, including 833 shares of common stock per month for Board service and additional monthly share grants for committee roles; beginning January 1, 2026, directors may elect stock options instead at an exercise price $1.00 above the January 1 closing price. Effective November 13, 2025, the Board reconstituted its Audit, Compensation, Nominating and Governance, and Investment Committees.

Bitmine Immersion Technologies, Inc. filed a current report describing an operations update shared with the market via a press release. On November 10, 2025, the company issued a press release providing information about its business operations, and this release is attached to the report as Exhibit 99.1 and incorporated by reference.

The company notes that the operations update and the accompanying exhibit are being furnished under a Regulation FD disclosure item, meaning they are intended to provide broad, fair disclosure to investors but are not treated as filed financial statements for liability purposes.

Bitmine Immersion Technologies, Inc. furnished a current report to disclose that it issued a press release on November 3, 2025 providing an update on its operations. The press release is included as Exhibit 99.1 to this report and is incorporated by reference for those operational details. The information in this report under Regulation FD is being furnished, not filed, which means it is not subject to certain liability provisions of the securities laws or automatically incorporated into other securities law filings.

Bitmine Immersion Technologies (BMNR) furnished a corporate presentation under Regulation FD. CEO Jonathan Bates presented the materials at the ThinkEquity Conference on October 30, 2025, and the slide deck is included as Exhibit 99.1.

The materials are furnished, not filed, and are not subject to Section 18 liabilities or automatically incorporated into other filings unless specifically referenced.

Bitmine Immersion Technologies, Inc. filed a current report to share an operational update with the market. The company used a press release dated October 27, 2025, furnished under Regulation FD, to provide this update on its business operations.

The press release is included as Exhibit 99.1 to the report, while the cover page interactive data file is provided as Exhibit 104. The information in the operational update is treated as “furnished,” not “filed,” which limits potential liability under certain securities law provisions.

Bitmine Immersion Technologies (BMNR) furnished an investor presentation, keynote video, and a press release update under Regulation FD. The materials stem from Chairman Tom Lee’s appearance at the Token 2049 Conference in Singapore and include a slide deck, a video transcript, and a company operations update.

The presentation and video transcripts are provided as exhibits, alongside a press release announcing their availability and offering an update on operations. The company notes this information is furnished, not filed, and is incorporated by reference only if specifically referenced in future filings.

Bitmine Immersion Technologies, Inc. filed a current report to let investors know it has released a new press release updating its operations. The company furnished this information under Regulation FD, meaning it is intended to provide broad, non-selective disclosure to the market.

The press release, dated October 6, 2025, is attached as an exhibit to the report for investors who want the full operational update. The company also clarifies that this information is furnished rather than filed, which limits how it is treated under certain securities law liability provisions.

Bitmine Immersion Technologies, Inc. filed a current report to let investors know it has released a new press release about its operations. The company states that on September 29, 2025 it issued a press release providing an update on how the business is operating, and that this press release is attached as an exhibit to the report. The company also clarifies that this operational update is being furnished under a disclosure rule and is not treated as formally filed financial information under securities laws.

Bitmine Immersion Technologies, Inc. entered into a securities purchase agreement with an institutional investor for a registered direct offering of 5,217,715 shares of common stock at $70.00 per share, plus a warrant to purchase up to 10,435,430 additional shares at $87.50 per share. The warrant is immediately exercisable and remains exercisable until March 22, 2027, with a 4.99% beneficial ownership cap that limits how much of the company’s stock the holder can control after exercising.

The transaction is expected to generate approximately $365 million in gross proceeds. Bitmine plans to use the net proceeds primarily to acquire Ether (ETH), the native cryptocurrency of the Ethereum blockchain, and for general working capital. The securities are being issued under an effective shelf registration statement on Form S-3ASR, with the offering expected to close on September 23, 2025, subject to customary conditions.

Bitmine Immersion Technologies, Inc. reported that it has issued a press release providing an update on its operations. The company furnished this update under a Regulation FD disclosure, meaning it is sharing information broadly with the market. The press release, dated September 22, 2025, is attached as an exhibit to the report, but its detailed contents are not included here.

Bitmine Immersion Technologies, Inc. filed a current report to share that it issued a press release on September 15, 2025 providing an update on its operations. The company furnished this press release under Regulation FD, meaning it is sharing information broadly with the market to keep all investors informed at the same time. The press release is included as Exhibit 99.1 to the report and is incorporated by reference, while the interactive data for the cover page is provided as Exhibit 104.

BitMine Immersion Technologies, Inc. reported that it entered into a new Independent Contractor Agreement with Ryan Ramnath to continue serving as Chief Operating Officer. The agreement runs for one year and automatically renews for additional one-year terms unless either party gives 30 days’ written notice before the end of a term.

Under this arrangement, Mr. Ramnath will receive $10,000 per month, paid on the last business day of each month, plus reimbursement of eligible expenses approved by the Chief Executive Officer. The contract also includes standard provisions covering confidentiality, non-competition, and non-solicitation. A full copy of the agreement is filed as an exhibit.

Bitmine Immersion Technologies, Inc. furnished an operations update by issuing a press release and making it available as an exhibit to a current report. The company used a Regulation FD disclosure to share this information, meaning it is intended to provide broad, fair access to operational updates for all investors. The press release, dated September 8, 2025, is included as Exhibit 99.1 to the report and is incorporated by reference, but it is specifically designated as furnished rather than filed under securities laws.

Bitmine Immersion Technologies, Inc. provided new communications materials for its shareholders and the market. On September 2, 2025, the company published an investor presentation that it plans to use for investor relations and other purposes, released a video updating stockholders on its business and operations, and issued a press release announcing both items.

The investor presentation is furnished as Exhibit 99.1, the script of the video as Exhibit 99.2, and the press release as Exhibit 99.3. These materials are furnished under Regulation FD and are not deemed filed for liability purposes under the Exchange Act or incorporated into other securities law filings unless specifically referenced.

Bitmine Immersion Technologies, Inc. reported that its Board of Directors appointed David E. Sharbutt as an independent director. He accepted the appointment on August 25, 2025 and will serve until the next annual meeting of stockholders, or until a successor is elected and qualified or an earlier departure.

Mr. Sharbutt is a former business executive who previously served as CEO and Chairman of Alamosa Holdings, Inc., and earlier as President and CEO of Hicks & Ragland Engineering Co. He also served on American Tower Corporation’s board of directors from July 2006 to May 2023.

For his service, Mr. Sharbutt will receive the company’s standard non-employee director compensation, including 10,000 shares of common stock for the fiscal year ending August 31, 2025, 750 shares per month for ongoing board service, and an additional 250 shares per month for each committee on which he serves.

Bitmine Immersion Technologies, Inc. filed an amended current report to fix a wording mistake in a previously issued press release about its operations. The only change is a corrected version of the press release, now attached as Exhibit 99.1. The company states that the press release and related disclosure are being provided under Regulation FD and are furnished, not filed, which limits their exposure to certain Exchange Act liabilities.

Bitmine Immersion Technologies, Inc. furnished an update on its operations through a press release dated August 25, 2025. The company submitted this press release as an exhibit to a current report, using it to share information about its business activities with the market. The disclosure is made under Regulation FD, which is intended to promote broad, non-selective distribution of important information to investors.

The press release is attached as Exhibit 99.1 to the report, and the company specifies that this information is being furnished rather than filed, which affects how it is treated under securities laws.

Bitmine Immersion Technologies, Inc. filed a current report to disclose that on August 18, 2025 it issued a press release updating the company’s operations. The report is made under Regulation FD, which is intended to ensure that all investors receive the same important information at the same time.

The press release is included as Exhibit 99.1 to this report and is incorporated by reference, but the operational details are contained in that exhibit rather than in the body of the report itself. The company also includes the interactive data cover page as Exhibit 104, following standard disclosure practices.

BitMine Immersion Technologies, Inc. entered into Controlled Equity Offering SM sales agreements with Cantor Fitzgerald & Co. and ThinkEquity LLC to sell shares of its common stock through an at-the-market offering. The prospectus authorizing the ATM was initially sized at $2,000,000,000, was subsequently increased to $4,500,000,000, and has been further amended to permit sales having an aggregate offering price of $24,500,000,000.

The filing states the legal opinion of Winston & Strawn LLP is included as Exhibit 5.1 and emphasizes that the report is not an offer to sell stock. The amendment expands the company’s capacity to raise equity capital over time; the company has not disclosed any specific share issuances under the program.

BitMine Immersion Technologies, Inc. (BMNR) furnished a Current Report on Form 8-K stating the company issued a press release that provides an update on its operations. The press release is attached to the filing as Exhibit 99.1 and is incorporated by reference into the report.

The filing clarifies that the information furnished under Regulation FD, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Exchange Act and is not incorporated by reference into the company’s filings under the Securities Act or the Exchange Act unless expressly stated. The report shows Jonathan Bates signed on behalf of the company and confirms the company’s securities trade under the ticker BMNR on NYSE American LLC. The filing also indicates the company qualifies as an emerging growth company.

Form 8-K – Regulation FD Furnishing. On 27 Jul 2025 BitMine Immersion Technologies, Inc. (NYSE American: BMNR) furnished an investor presentation (Ex. 99.1) and a scripted business-update video (Ex. 99.2). A press release announcing the materials was issued 28 Jul 2025 (Ex. 99.3). Because the information is furnished under Item 7.01, it is not deemed “filed” for Exchange Act §18 liability nor automatically incorporated into other filings.

The report contains no financial statements, guidance, or transactional details; its purpose is to enhance investor communications. Accordingly, immediate valuation impact is expected to be minimal and no shareholder action is required.

Form 8-K (Item 7.01 – Regulation FD): On 24 Jul 2025 BitMine Immersion Technologies (NYSE American: BMNR) furnished a press release that updates the company’s current holdings of Ethereum (ETH) and ETH-equivalent assets. The filing contains no quantitative figures, financial statements or guidance; it simply makes the press release available as Exhibit 99.1 and clarifies that the information is being furnished, not filed, thereby limiting potential Exchange Act liability.

No other Items were reported and there are no commitments, transactions, or earnings metrics disclosed. Consequently, the event is informational and its impact on valuation cannot be assessed from this filing alone.

Form 8-K – Item 7.01 (Reg FD)

On 22 Jul 2025, Bitmine Immersion Technologies, Inc. (NYSE American: BMNR) furnished a press release announcing that Ark Invest will participate in the company’s previously disclosed at-the-market (ATM) equity offering program. The release is filed as Exhibit 99.1 and, consistent with Reg FD, is deemed "furnished," not "filed," thus avoiding Exchange Act Section 18 liabilities and excluding incorporation into future Securities Act or Exchange Act filings unless specifically referenced.

Key Points

• Event date: 22 Jul 2025
• Ark Invest participation pertains to the existing ATM program; no new program terms were provided.
• No financial statements, pro-forma data, or other Items (e.g., 1.01, 2.02) were included.