Bitmine (NASDAQ: BMNR) director reports 1,000,000 RSUs and 500,000 vested shares

Rhea-AI Filing Summary

Bitmine Immersion Technologies director Lee Thomas Jong reported new equity awards and holdings. On January 23, 2026, he received 1,000,000 restricted stock units (RSUs) for service as Executive Chairman. Each RSU represents a contingent right to receive one share of common stock.

On the same date, 500,000 RSUs, representing one-third of the grant, immediately vested and were delivered as common stock at a price of $0, increasing his directly held common shares to 726,722. The remaining 500,000 RSUs are scheduled to vest in equal tranches on the first and second anniversaries of the grant date, conditioned on his continued service. In addition, 222,222 common shares are reported as indirectly owned through the Thomas J Lee 2012 Trust.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Lee Thomas Jong

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	1,000,000	$0.00	--
Grant/Award	Common Stock	500,000	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Unit — 1,000,000 shares (Direct); Common Stock — 726,722 shares (Direct); Common Stock — 222,222 shares (Indirect, By Thomas J Lee 2012 Trust)

Footnotes (1)

1. Represents one-third of the restricted stock units ("RSUs") granted to the Reporting Person for service as Executive Chairman, which were immediately vested on the date of grant in the form of Common Stock. Each RSU represents a contingent right to receive one share of Common Stock. Represents unvested RSUs which were granted to the Reporting Person for services as Executive Chairman. 500,000 RSUs were immediately vested on the grant date in the form of Common Stock, 500,000 RSUs will vest on the first anniversary of the grant date and the remaining 500,000 RSUs will vest on the second anniversary of the grant date, subject to the Reporting Person's continued service on each applicable vesting date.

Form 4 Insider Transactions: What Each Field Means →

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^*

Lee Thomas Jong

(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		500,000(1)	A	$0	726,722	D
Common Stock								222,222	I	By Thomas J Lee 2012 Trust

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	(2)	01/23/2026		A		1,000,000		(3)	(3)	Common Stock	1,000,000	$0	1,000,000	D

Explanation of Responses:

1. Represents one-third of the restricted stock units ("RSUs") granted to the Reporting Person for service as Executive Chairman, which were immediately vested on the date of grant in the form of Common Stock.

2. Each RSU represents a contingent right to receive one share of Common Stock.

3. Represents unvested RSUs which were granted to the Reporting Person for services as Executive Chairman. 500,000 RSUs were immediately vested on the grant date in the form of Common Stock, 500,000 RSUs will vest on the first anniversary of the grant date and the remaining 500,000 RSUs will vest on the second anniversary of the grant date, subject to the Reporting Person's continued service on each applicable vesting 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.

FAQ

What insider transaction did BMNR director Lee Thomas Jong report on January 23, 2026?

Lee Thomas Jong reported an award of 1,000,000 restricted stock units and the immediate vesting of 500,000 RSUs into common stock at $0 per share, reflecting equity compensation for his role as Executive Chairman of Bitmine Immersion Technologies.

How many BMNR common shares does Lee Thomas Jong own directly and indirectly after this Form 4?

After the reported transactions, Lee Thomas Jong directly beneficially owns 726,722 BMNR common shares. The filing also reports 222,222 common shares as indirectly owned through the Thomas J Lee 2012 Trust, indicating both direct and trust-related holdings in Bitmine Immersion Technologies.

What are the vesting terms of Lee Thomas Jong’s 1,000,000 BMNR RSU grant?

The 1,000,000 RSUs were granted for service as Executive Chairman. 500,000 RSUs vested immediately as common stock. Another 500,000 RSUs vest on the first anniversary, and the final 500,000 RSUs vest on the second anniversary, subject to continued service.

What does each BMNR restricted stock unit (RSU) granted to Lee Thomas Jong represent?

Each restricted stock unit granted to Lee Thomas Jong represents a contingent right to receive one share of BMNR common stock. This means the units convert into common shares upon vesting, following the specific service-based vesting schedule described in the Form 4 footnotes.

Was cash paid for the BMNR shares Lee Thomas Jong acquired in this Form 4?

The common stock acquired on January 23, 2026 from RSU vesting was reported at a price of $0 per share. This reflects stock delivered as part of equity compensation, rather than shares purchased for cash in the open market or through a cash transaction.