BMNR Form 4: Bates reports PVFs, steps down as CEO and Director

Rhea-AI Filing Summary

Bitmine Immersion Technologies (BMNR) insider Jonathan Bates filed a Form 4 reflecting beneficial ownership and derivative positions and noted a leadership change. The filing lists 399,000 common shares held directly and additional indirect holdings of 210,000 (BFAM Partners, LLC), 96,818 (BFAM & Co., LLC), 252,044 (Progression Asset Management Corporation), and 15,427 (IRA).

The filing discloses prepaid variable forward contracts covering 300,000 of the directly held shares and 100,000 of the PAMC-held shares. Bates retains voting rights in these shares and may elect to deliver a cash equivalent at maturity. The earliest transaction date is November 12, 2025.

In the remarks, Bates states that, effective November 12, 2025, he resigned as Chief Executive Officer and Director and is voluntarily filing to indicate he is no longer subject to Section 16.

Insights

Governance & Insider Transactions Analyst

Insider reports PVFs and resigns; effects depend on future updates.

Jonathan Bates reports direct and indirect share holdings, plus prepaid variable forward (PVF) contracts on 300,000 directly held shares and 100,000 PAMC shares. PVFs are obligations that can settle in shares or cash; the filing states he retains voting rights and may deliver a cash equivalent at maturity.

The remarks note Bates resigned as CEO and Director effective November 12, 2025, and he is no longer subject to Section 16 reporting. Without additional context on succession or strategic implications, the investment impact is unclear from this excerpt.

Subsequent company disclosures may clarify leadership transition details and any effects on strategy or execution.

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^*

Bates Jonathan Robert

(Last) (First) (Middle)

10845 GRIFFITH PEAK DR. #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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

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
Common Stock								399,000(1)	D
Common Stock								210,000	I	Owned by BFAM Partners, LLC(3)
Common Stock								96,818	I	Owned by BFAM & Co., LLC(3)
Common Stock								252,044(2)	I	Owned by Progression Asset Management Corporation(3)
Common Stock								15,427	I	Held by The Entrust Group, Inc. Custodian FBO Jonathan Bates IRA

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
Prepaid Variable Forward (obligation to sell)	(1)							(1)	(1)	Common Shares	300,000(1)		300,000(1)	D
Prepaid Variable Forward (obligation to sell)	(2)							(2)	(2)	Common Shares	100,000(2)		100,000(2)	I	Owned by Progression Asset Management Corporation(3)

Explanation of Responses:

1. An aggregate of 300,000 of the 399,000 shares of common stock held directly by the Reporting Person is subject to a prepaid variable forward contract, as disclosed in the Form 4 and Form 4/A filed by the Reporting Person with the U.S. Securities and Exchange Commission (the "SEC") on September 24, 2025. The Reporting Person retains voting rights in these shares and may elect to deliver a cash equivalent in lieu of the shares at the maturity date.

2. 100,000 of the 252,044 shares of common stock held by Progression Asset Management Corporation ("PAMC") is subject to a prepaid variable forward contract, as disclosed in the Form 4 filed by the Reporting Person with the SEC on September 24, 2025. The Reporting Person retains voting rights in these shares and may elect to deliver a cash equivalent in lieu of the shares at the maturity date.

3. The Reporting Person is the 100% owner and shareholder of PAMC. The Reporting Person owns 90% of BFAM Partners, LLC ("BFAM") and BFAM & Co., LLC ("BFAM & Co"), respectively, and a trust established for his children owns the remaining 10% of each of the respective BFAM entities (BFAM and BFAM & Co.)

Remarks:

Effective November 12, 2025, the Reporting Person resigned as Chief Executive Officer and Director of the Issuer. The Reporting Person is voluntarily filing this Form 4 to indicate that he is no longer subject to Section 16 of the Securities Exchange Act of 1934, as amended.

	/s/ Jonathan Bates	11/14/2025
	** 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 BMNR insider Jonathan Bates report in this Form 4?

He reported direct ownership of 399,000 BMNR shares and indirect holdings via affiliated entities and an IRA, plus prepaid variable forward contracts on certain shares.

How many BMNR shares are subject to prepaid variable forward contracts?

PVFs cover 300,000 directly held shares and 100,000 shares held by Progression Asset Management Corporation.

Does Jonathan Bates retain voting rights in the shares subject to PVFs?

Yes. The filing states he retains voting rights and may elect to deliver a cash equivalent at maturity.

What indirect BMNR shareholdings are reported?

Indirect holdings include 210,000 (BFAM Partners, LLC), 96,818 (BFAM & Co., LLC), 252,044 (PAMC), and 15,427 (IRA).

Did Jonathan Bates resign from BMNR leadership?

Yes. He resigned as Chief Executive Officer and Director effective November 12, 2025, and indicates he is no longer subject to Section 16.

What is the earliest transaction date reported?

The earliest transaction date reported is November 12, 2025.