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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

Jonathan Robert Bates, CEO and director of BitMine Immersion Technologies, Inc. (BMNR), reported changes to his beneficial ownership following the dissolution of an investment fund. On 08/26/2025 Bates received distributions of common stock previously held by Innovative Digital Investors Emerging Technology LP (IDI). As distributed, 362,044 shares went to Progression Asset Management Corporation (PAMC), an entity he wholly owns, but Bates disclaims beneficial ownership of 110,000 of those shares that are subject to third-party rights, reporting direct beneficial ownership of 252,044 shares from PAMC. Additional distributions recorded on the same date show 96,818 shares held by BFAM Partners, LLC and 15,427 shares held in an IRA custodian, bringing Bates' total reported beneficial ownership to 967,289 shares after the transactions.

Positive

  • Increased reported beneficial ownership: Total beneficial ownership reported increased to 967,289 shares following the distributions
  • Clear disclosure of complex ownership: Filing explains indirect ownership via PAMC, BFAM and an IRA custodian and disclaims 110,000 shares subject to third-party rights

Negative

  • None.

Insights

TL;DR: Ownership reallocation due to fund dissolution increases reported indirect holdings, with some shares disclaimed pending third-party distribution.

The Form 4 documents a non-buy transaction where shares formerly held by IDI were distributed to entities linked to the reporting person. The filing clarifies the structure: PAMC holds 362,044 shares of record but 110,000 are subject to third-party rights and are disclaimed by Bates, leaving 252,044 shares reported as indirectly owned. Separately, Bates reports beneficial interest via BFAM and an IRA custodian. This is an administrative reallocation from a dissolved fund rather than open-market acquisitions, so governance implications are limited to updated ownership disclosures.

TL;DR: The transactions are distributions from a dissolved fund, increasing Bates' reported beneficial ownership to 967,289 shares; no cash paid.

The Form 4 codes the transactions as J(1), indicating non-market distributions with $0 price. The filing lists 252,044 shares indirectly owned via PAMC, 210,000 shares reported under BFAM within the totals, and 15,427 shares held in an IRA. Because these were distributions from IDI upon dissolution, there is no purchase price and no immediate change to the company’s outstanding share count reflected in this filing. The change is material for disclosure of insider holdings but does not reflect typical insider buying or selling activity.

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*
Bates Jonathan Robert

(Last) (First) (Middle)
10845 GRIFFITH PEAK DR. #2

(Street)
LAS VEGAS NV 89135

(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 Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025
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 08/26/2025 J(1) 252,044(2) A $0(1) 855,044(3) I(2) Owned by Progression Asset Management Corporation
Common Stock 08/26/2025 J(1) 96,818 A $0(1) 951,862(3) I(4) Owned by BFAM Partners, LLC
Common Stock 08/26/2025 J(1) 15,427 A $0(1) 967,289(3) I Held by The Entrust Group, Inc. Custodian FBO Jonathan Bates IRA
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. The shares were previously held by Innovative Digital Investors Emerging Technology LP ("IDI"), and were distributed in connection with the dissolution and winding up of IDI.
2. In connection with the dissolution of IDI, 362,044 shares of common stock, previously held by IDI were distributed to Progression Asset Management Corporation ("PAMC"), a California corporation, and an entity wholly owned by the Reporting Person. PAMC continues to hold all 362,044 shares of record; however, pursuant to contractual arrangements, third parties hold rights with respect to 110,000 of such shares, which are expected to be distributed to them at a later date. Accordingly, the Reporting Person disclaims beneficial ownership of the 110,000 shares subject to such rights and reports beneficial ownership of only the remaining 252,044 shares.
3. Includes (i) 210,000 shares owned by BFAM Partners, LLC ("BFAM"), and (ii) 393,000 shares owned by the Reporting Person.
4. Shares are owned by BFAM. The Reporting Person has sole voting and investment power of the shares owned by BFAM. The Reporting Person owns 90% of BFAM, and a trust established for his children owns the remaining 10%.
/s/ Jonathan Robert Bates 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 did Jonathan Bates report on Form 4 for BMNR?

He reported distributions of common stock from IDI on 08/26/2025, resulting in total beneficial ownership of 967,289 shares.

Were any shares purchased or sold in these transactions?

No; the transactions are coded J(1) with a $0 price, indicating distributions from a dissolved fund rather than market purchases or sales.

How many shares does Bates disclaim beneficial ownership of and why?

He disclaims 110,000 shares because third parties hold rights to those shares and they are expected to be distributed later.

What entities hold the distributed shares reported on the Form 4?

Progression Asset Management Corporation (PAMC) holds 362,044 shares of record; BFAM Partners, LLC holds 210,000 shares within reported totals; and 15,427 shares are held by an IRA custodian for Bates.

On what date were the transactions reported?

The earliest transaction date reported is 08/26/2025 and the Form 4 is signed 08/28/2025.
Bitmine Immersion Technologies Inc

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