Bitmine (BMNR) director granted 38,639 shares and 18,996 RSUs in 2026 filing

Rhea-AI Filing Summary

Bitmine Immersion Technologies director Jason A. Edgeworth reported stock-based compensation grants. On January 23, 2026, he received 2,639 fully vested common shares for Board and committee service during the 2025 calendar year, and a separate 36,000-share one-time common stock grant as a newly appointed independent director to align his interests with stockholders.

He also received an award of 18,996 restricted stock units (RSUs) for Board and committee service during the 2026 calendar year. Each RSU represents one share of common stock and the 2026 RSU award vests in four equal 25% installments over the 12 months following the grant date. All reported holdings are shown as directly owned and were granted at a price of $0 per share, reflecting equity compensation rather than open-market purchases.

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^*

Edgeworth Jason A

(Last) (First) (Middle)

C/O BITMINE IMMERSION TECHNOLOGIES, INC.

10845 GRIFFITH PEAK DRIVE #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
	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)
			Code	V	Amount	(A) or (D)	Price
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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
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.
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FAQ

What insider transactions did BMNR director Jason Edgeworth report on January 23, 2026?

Jason A. Edgeworth reported equity compensation grants on January 23, 2026, including fully vested common shares and restricted stock units. These awards were granted for his service on Bitmine Immersion Technologies’ Board and committees during the 2025 and 2026 calendar years, rather than being market purchases.

How many BMNR common shares did Jason Edgeworth receive as fully vested stock awards?

He received 2,639 fully vested common shares for 2025 Board service and a one-time 36,000-share grant as a newly appointed independent director. These stock awards are intended to compensate his service and increase alignment with Bitmine Immersion Technologies’ stockholders.

What are the terms of Jason Edgeworth’s 18,996 BMNR restricted stock units?

Edgeworth was granted 18,996 restricted stock units for 2026 Board and committee service. Each RSU represents a right to receive one common share and vests in four equal 25% installments over 12 months following the January 23, 2026 grant date, subject to continued service.

At what price were Jason Edgeworth’s BMNR stock and RSU awards granted?

All reported awards, including the common stock and 18,996 restricted stock units, were granted at a price of $0 per share. This reflects standard equity compensation for director service, not open-market buying or selling of Bitmine Immersion Technologies’ stock.

How many BMNR shares does Jason Edgeworth hold directly after the reported stock grants?

After the reported common stock grants, Edgeworth directly beneficially owns 38,639 Bitmine Immersion Technologies common shares. He also directly holds 18,996 restricted stock units, each representing a contingent right to receive one additional common share as the units vest over 12 months.

Why did BMNR grant a one-time 36,000-share award to Jason Edgeworth?

The 36,000-share common stock grant was a one-time award to newly appointed independent Board members. Its stated purpose is to ensure all directors maintain significant alignment with Bitmine Immersion Technologies’ stockholders by holding a meaningful equity interest in the company.