Bitmine Immersion (BMNR) director John Kelly exits company board role

Rhea-AI Filing Summary

Bitmine Immersion Technologies, Inc. disclosed that reporting person John Kelly has ceased serving as a director of the company. The filing is characterized as an exit filing made solely to report that he is no longer a director under Rule 16a-1 of the Securities Exchange Act of 1934.

Because he is no longer an insider for Section 16 purposes, Kelly will no longer be required to report his transactions in Bitmine Immersion equity securities on Forms 4 or 5. The form does not list any share acquisitions, dispositions, or derivative transactions, and instead focuses on this change in his reporting status.

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
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hours per response:			0.5

X

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^*

Kelly John Cornelius

(Last) (First) (Middle)

33 COMMERCIAL ST

(Street)

RAYNHAM, MA 02767

(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)
11/12/2025

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

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:

Remarks:

Exit Form 4 filed solely to report that the Reporting Person is no longer a director of the Issuer within the meaning of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). As a result, the Reporting Person is no longer subject to Section 16 of the Exchange Act in connection with his transactions in the equity securities of the Issuer and therefore will no longer report any such transactions on Form 4 or Form 5.

	/s/ John Kelly	12/02/2025
	** 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 Bitmine Immersion Technologies (BMNR) report in this insider filing?

The company reported that John Kelly, a former director, is no longer a director within the meaning of Rule 16a-1 under the Exchange Act, and this filing is made solely to record that status change.

Who is the reporting person in this BMNR filing and what was his role?

The reporting person is John Kelly, who was previously identified as a director of Bitmine Immersion Technologies, Inc.

Does this Bitmine Immersion (BMNR) filing report any stock or option transactions?

No. The tables for non-derivative and derivative securities do not list any amounts, prices, or transaction codes, and the remarks state the exit form is filed solely to report that the person is no longer a director.

What is the significance of John Kelly no longer being a director of BMNR?

Once John Kelly is no longer a director under Rule 16a-1, he is no longer subject to Section 16 of the Exchange Act for his transactions in Bitmine Immersion equity securities, so he will not file future Forms 4 or 5 for those trades.

What does it mean that this is an exit filing for Bitmine Immersion (BMNR)?

An exit filing indicates that the insider relationship triggering Section 16 reporting, here John Kelly’s status as a director, has ended, and the filing formally records that he will no longer report trades in the issuer’s equity securities under Section 16.

What date is associated with the change reported for BMNR?

The form lists 11/12/2025 as the date of earliest transaction or event relevant to the change in John Kelly’s reporting status as a director.