What is the purpose of the one-time 36,000-share BMNR grant?

The one-time 36,000-share grant was made to newly appointed independent Board members. Its stated purpose is to ensure all directors have significant alignment with Bitmine Immersion Technologies’ stockholders by providing a meaningful ownership stake through common stock awards.

Bitmine director awarded 38,639 shares, 18,996 RSUs

Bitmine Immersion Technologies director Robert J. Sechan II reported equity compensation awards.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Bitmine Immersion Technologies director Robert J. Sechan II reported equity compensation awards. On 01/23/2026 he received 2,639 fully vested common shares for service on the Board and its committees during the 2025 calendar year and a separate one-time grant of 36,000 common shares to newly appointed independent directors to align them with stockholders.

Following these awards, he directly held 38,639 common shares. He was also granted 18,996 restricted stock units, each representing a right to receive one common share. The 2026 RSU award vests in four equal 25% installments over 12 months after the grant date. All awards were granted at a price of $0 as compensation rather than open-market purchases.

Insider Trade Summary

Grant/Award: 57,635 shares

Grant/Award 3 txns

Insider Sechan II Robert J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	18,996	$0.00	$0.00
Grant/Award	Common Stock	2,639	$0.00	$0.00
Grant/Award	Common Stock	36,000	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 18,996 contracts (Direct); Common Stock — 38,639 shares (Direct)

Footnotes (4)

F1. Represents awards in the form of fully-vested shares of Common Stock for respective service on the Board and its committees during the 2025 calendar year.
F2. Represents a one-time grant of shares of Common Stock to newly-appointed independent members of the Board for the purpose of ensuring all directors have significant alignment with the Company's stockholders.
F3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock.
F4. Represents an award of RSUs for the Reporting Person's service on the Board and its committees during the 2026 calendar year ("2026 Award"). The 2026 Award shares vest quarterly in equal 25% installments over the 12 months following the grant date.

FAQ

What insider transaction did BMNR report for Robert J. Sechan II?

BMNR reported equity compensation for director Robert J. Sechan II. He received fully vested common shares and restricted stock units as compensation for Board and committee service and as a one-time alignment grant for newly appointed independent directors.

How many Bitmine (BMNR) common shares did the director receive?

Robert J. Sechan II received 2,639 fully vested common shares and a separate one-time grant of 36,000 common shares. After these awards, he directly held a total of 38,639 shares of Bitmine Immersion Technologies common stock, according to the filing.

What restricted stock unit award was granted in the BMNR Form 4 filing?

The filing shows an award of 18,996 restricted stock units to Robert J. Sechan II. Each RSU represents a contingent right to receive one Bitmine Immersion Technologies common share, granted as compensation for his 2026 Board and committee service.

What is the vesting schedule for the 2026 RSU award at Bitmine (BMNR)?

The 2026 RSU award vests quarterly in four equal 25% installments over 12 months after the grant date. This schedule gradually delivers 18,996 underlying common shares as service on the Board and its committees is provided during the 2026 calendar year.

Were the BMNR director equity awards open-market purchases or compensation grants?

The equity awards were compensation grants, not open-market purchases. All reported transactions show a price per share of $0, reflecting fully vested common shares and restricted stock units granted for past and future Board and committee service and director-stockholder alignment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/27/2026 - 06:00 PM

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^*

Sechan II Robert J

(Last)

(First)

(Middle)

C/O BITMINE IMMERSION TECHNOLOGIES, INC.

10845 GRIFFITH PEAK DRIVE #2

(Street)

LAS VEGAS

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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/23/2026		A		2,639⁽¹⁾	A	$0	2,639	D
Common Stock	01/23/2026		A		36,000⁽²⁾	A	$0	38,639	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽³⁾	01/23/2026		A		18,996		⁽⁴⁾	⁽⁴⁾	Common Stock	18,996	$0	18,996	D

Explanation of Responses:

1. Represents awards in the form of fully-vested shares of Common Stock for respective service on the Board and its committees during the 2025 calendar year.

2. Represents a one-time grant of shares of Common Stock to newly-appointed independent members of the Board for the purpose of ensuring all directors have significant alignment with the Company's stockholders.

3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock.

4. Represents an award of RSUs for the Reporting Person's service on the Board and its committees during the 2026 calendar year ("2026 Award"). The 2026 Award shares vest quarterly in equal 25% installments over the 12 months following the grant date.

	/s/ Bailey White, as Attorney-in-fact	01/27/2026
	** 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.

Source: View Original Filing on SEC EDGAR