BitMine (BMNR) Form 4 — 3,750 Shares Issued to Director for Services

Rhea-AI Filing Summary

Michael Stephen Maloney, a director of BitMine Immersion Technologies, Inc. (BMNR), acquired 3,750 shares of the company's common stock on 08/31/2025 as compensation for director services at a price of $0. The filing states the share amounts have been adjusted for a 1-for-20 reverse stock split. After the reported transaction, the reporting person beneficially owns 215,000 shares. The transaction is reported on a Form 4 required by Section 16; no derivative transactions or additional cash consideration are disclosed in this filing.

Positive

• Director compensation was disclosed transparently with number of shares and purpose (services) clearly stated
• Post-transaction beneficial ownership is specified (215,000 shares), giving clarity on insider stake

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation reported as stock issuance, reflecting non-cash payment for services and updated post-reverse-split holdings.

The Form 4 documents a common pattern where board service is compensated with equity rather than cash. The issuance of 3,750 shares at $0 is explicitly described as payment for director services, and the filing notes adjustment for a 1-for-20 reverse split. The director now beneficially owns 215,000 shares. From a governance perspective, such grants align director incentives with shareholder outcomes but also dilute existing holders if new shares were issued; the filing does not specify authorization details, grant plan, or dilutive impact beyond the reported amounts.

Securities Analyst

TL;DR: Non-cash equity issuance to a director; transaction is routine and disclosed under Section 16 reporting.

The document shows a non-derivative acquisition coded as A for 3,750 common shares with a zero price, noted as issued for services. The post-transaction beneficial ownership is 215,000 shares. There is no cash proceeds, no option activity, and no additional material terms disclosed. This Form 4 provides clear short-term ownership data but does not include broader balance, market or valuation context.

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^*

MALONEY MICHAEL STEPHEN

(Last) (First) (Middle)

207 AVENUE A, APARTMENT 1

(Street)

NEW YORK NY 10009

(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
	Officer (give title below)		Other (specify below)

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		3,750(1)	A	$0(2)	215,000	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 of the Company

	/s/ Michael Maloney	08/31/2025
	** 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 transaction did Michael Maloney report on Form 4 for BMNR?

He reported the acquisition of 3,750 common shares on 08/31/2025, coded as an A (acquisition) and issued for services.

What price was paid for the shares acquired by the director in the BMNR Form 4?

The shares are reported at a price of $0, with the filing stating they were issued for director services.

How many BMNR shares does the reporting person own after the transaction?

The Form 4 states the reporting person beneficially owns 215,000 shares after the reported transaction.

Does the Form 4 for BMNR include any derivative transactions or options?

No. The filing contains only a non-derivative common stock acquisition and includes no derivative securities activity.

Was there any corporate action affecting share counts noted in the filing?

Yes. The filing explains amounts are adjusted for a 1-for-20 reverse stock split.