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[Form 4] BitMine Immersion Technologies, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Raymond Mow, who serves as Chief Financial Officer and a director of BitMine Immersion Technologies, Inc. (BMNR), reported two non-derivative acquisitions dated 08/31/2025. He received 5,250 shares and 25,000 shares of common stock, each noted as issued for services at a $0 price and adjusted for the company's 1-for-20 reverse stock split. After these transactions his reported beneficial ownership is 218,342 shares, which includes 55,000 shares held of record by Progressive Asset Management Corporation (to which he has contractual rights) and 12,342 shares owned by The Mow Family Trust. The filing is signed by Raymond Mow on 08/28/2025.

Positive

  • Increased insider ownership: Raymond Mow's beneficial ownership rises to 218,342 shares, aligning his interests with shareholders
  • Compensation disclosed: Shares issued for services are reported publicly, providing transparency on insider compensation

Negative

  • Securities issued at $0: The reported issuance of shares at no cash price could be dilutive and may raise governance or shareholder approval questions
  • Limited context provided: The filing lacks information on total shares outstanding, board approval, or whether issuance followed a shareholder-approved plan, restricting materiality assessment

Insights

TL;DR: Insider received stock compensation at no cash cost, modestly increasing reported beneficial ownership.

The filing discloses stock issued to the CFO/director for services, at a stated price of $0, following a 1-for-20 reverse split adjustment. These grants increased his reported beneficial ownership to 218,342 shares, but the filing provides no total outstanding share count or valuation, limiting assessment of materiality. For investors this is a non-cash compensation event that increases insider alignment with shareholders but may be dilutive depending on company size. No derivative transactions or cash proceeds were reported.

TL;DR: Grants to an officer/director for services at zero price raise governance and disclosure questions but are permitted when reported.

The Form 4 properly reports the issuer-side grant of common stock to a named executive/director and notes the reverse split adjustment. Important governance details — such as board approval, grant schedule, and whether these awards follow a shareholder-approved plan — are not included in this Form 4 and would appear in other filings or disclosures. The presence of shares held via Progressive Asset Management Corporation and a family trust indicates mixed direct and indirect ownership that has been disclosed.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
MOW RAYMOND

(Last) (First) (Middle)
4309 CANDLEBERRY AVE

(Street)
SEAL BEACH CA 90740

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BITMINE IMMERSION TECHNOLOGIES, INC. [ BMNR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/31/2025 A 5,250(1) A $0(2) 218,342(3) D
Common Stock 08/31/2025 A 25,000(1) A $0(4) 218,342(3) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Adjusted to reflect the Company's 1-for-20 reverse stock split.
2. These shares were issued to the Reporting Person for services as a director and officer of the Company.
3. Includes (i) 55,000 shares held of record by Progressive Asset Management Corporation, to which the Reporting Person has contractual rights, and (ii) 12,342 shares owned by The Mow Family Trust, a trust established for the Reporting Person's family.
4. These shares were issued to the Reporting Person in exchange for services rendered to the Company for the 2025 fiscal year.
/s/ Raymond Mow 08/28/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Raymond Mow report on Form 4 for BMNR?

He reported two non-derivative acquisitions on 08/31/2025: 5,250 shares and 25,000 shares of common stock, each issued for services at a $0 price.

How many shares does Raymond Mow beneficially own after the reported transactions?

218,342 shares total, which includes 55,000 shares held of record by Progressive Asset Management Corporation and 12,342 shares owned by The Mow Family Trust.

Were the shares issued to Raymond Mow paid for in cash?

No. The Form 4 indicates the shares were issued for services at a reported price of $0.

Was a reverse stock split mentioned in the filing?

Yes. The reported share amounts were adjusted to reflect the company's 1-for-20 reverse stock split.

Does the Form 4 disclose approval details for these share issuances?

No. The filing lists the issuances and nature of ownership but does not include board approval, plan references, or total outstanding shares.
Bitmine Immersion Technologies Inc

NYSE:BMNR

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3.66%
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