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

Rhea-AI Filing Summary

Form 4 filed for BITMINE IMMERSION TECHNOLOGIES, INC. (BMNR) reports that Seth A. Bayles, a director and the company secretary, was issued 2,250 shares of common stock on 08/31/2025 for services as a director at a stated price of $0. Following the issuance, Mr. Bayles beneficially owns 34,000 shares. The filing notes the figures were adjusted to reflect the companys 1-for-20 reverse stock split. No derivative transactions are reported.

Positive

• Director alignment: Issuance of shares for services aligns the reporting persons interests with shareholders
• Non-cash compensation: Shares were issued at $0 for director services, preserving company cash

Negative

• Potential dilution: Issuing additional shares increases the outstanding share count, which can dilute existing shareholders

Insights

Financial Analyst

TL;DR: Insider received a small equity grant for director services; routine disclosure with limited market impact.

The Form 4 documents a non-cash equity issuance of 2,250 common shares to Seth A. Bayles for director services, increasing his beneficial ownership to 34,000 shares after a 1-for-20 reverse split adjustment. This is a compensation-related issuance rather than an open-market trade and contains no derivative activity. For investors, the event is primarily a governance/compensation disclosure and does not, by itself, provide new financial performance data or material operational changes.

Corporate Governance Expert

TL;DR: Standard insider compensation disclosure; aligns director with equity but appears routine and immaterial.

The filing explicitly states the shares were issued for services rendered as a director and shows direct beneficial ownership. Notably, the issuance was at a stated price of $0, indicating equity compensation rather than purchase. The reverse split adjustment is documented, ensuring reported holdings reflect the capital restructure. This disclosure meets Section 16 reporting requirements and creates transparency around insider compensation practices.

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

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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^*

BAYLES SETH AARON

(Last) (First) (Middle)

10175 W TWAIN AVE

SUITE 130

(Street)

LAS VEGAS NV 89147

(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)
	Secretary

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		2,250(1)	A	$0(2)	34,000	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/ Seth A. Bayles	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 did the Form 4 for BMNR report on 08/31/2025?

The Form 4 reports that Seth A. Bayles was issued 2,250 common shares on 08/31/2025 for director services and now beneficially owns 34,000 shares.

Were any shares purchased on the open market by the insider in this filing?

No. The filing shows the shares were issued for services at a stated price of $0, not purchased on the open market.

Does the Form 4 show any derivative transactions for BMNR?

No. Table II for derivative securities shows no derivative transactions reported in this filing.

Why do the notice and numbers mention a reverse split in the Form 4?

The filing states the holdings were adjusted to reflect a 1-for-20 reverse stock split, so reported share counts reflect that capital restructuring.

What is Seth A. Bayless relationship to BitMine Immersion Technologies?

The Form 4 lists Seth A. Bayles as both a Director and the company Secretary.