[Form 5] BitMine Immersion Technologies, Inc. Annual Statement of Beneficial Ownership

Rhea-AI Filing Summary

BitMine Immersion Technologies (BMNR) Form 5 filed by Ryan Ramnath, Chief Operating Officer, reports annual changes in beneficial ownership for the fiscal year ended 08/31/2025. The reporting person received three issuances of common stock on 11/30/2024, 02/28/2025 and 05/31/2025 of 2,250 shares each (post 1-for-20 reverse split adjustment) labeled as transaction code A4 and issued at $0 for services rendered as an officer. At fiscal-year end the reporting person beneficially owned 181,193 shares, comprising 9,000 shares directly and 172,193 shares held by Bitflair Mining Corp., over which the reporting person has shared voting and investment power. The form is signed 09/02/2025.

Positive

• Non-cash compensation disclosed: Three issuances of common stock to the COO are reported, clarifying officer remuneration.
• Transparent beneficial ownership: Filing specifies 181,193 shares beneficially owned, split between direct and indirect holdings.

Negative

• None.

Insights

Financial Analyst

TL;DR Officer received shares for services; filing discloses beneficial ownership totaling 181,193 shares.

The Form 5 documents non-cash compensation to the Chief Operating Officer via three issuances of common stock recorded as transaction code A4 and issued at no cash price. The report clarifies total beneficial ownership including indirect holdings through Bitflair Mining Corp., providing transparency on voting and investment power. There are no earnings or debt items disclosed in this filing, and no derivative positions reported.

Corporate Governance Expert

TL;DR Annual Section 16 filing shows officer stock issuances and discloses indirect ownership through an affiliated entity.

The submission fulfills Section 16 reporting by documenting share issuances to an officer for services and by specifying the split between direct and indirect holdings. It identifies the reporting person as COO and states shared voting and investment power over shares held by Bitflair Mining Corp., which is important for clarifying control and potential related-party considerations. No amendments or corrective disclosures beyond the reverse-split adjustment are included.

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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:			3235-0362
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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).

Form 3 Holdings Reported.

X

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

RAMNATH RYAN

(Last) (First) (Middle)

770 BAY STREET, APT. 315

(Street)

TORONTO, A6 M5G 0A6

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
08/31/2025

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	11/30/2024		A4	2,250(1)	A	$0(2)	181,193(3)	D
Common Stock	02/28/2025		A4	2,250(1)	A	$0(2)	181,193(3)	D
Common Stock	05/31/2025		A4	2,250(1)	A	$0(2)	181,193(3)	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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Adjusted to reflect the Company's 1-for-20 reverse stock split.

2. These shares were issued to the Reporting Person for services as an officer of the Company.

3. Includes (i) 9,000 shares owned by the Reporting Person, and (ii) 172,193 shares owned by Bitflair Mining Corp., of which the Reporting Person has shared voting and investment power.

	/s/ Ryan Ramnath	09/02/2025
	** 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 transactions did Ryan Ramnath report on the Form 5 for BMNR?

The Form 5 reports three issuances of common stock on 11/30/2024, 02/28/2025, and 05/31/2025, each for 2,250 shares (post reverse split) recorded as transaction code A4.

Why are the issued shares shown with a price of $0 on the Form 5?

The filing states these shares were issued to the reporting person for services as an officer, and therefore the transaction price is reported as $0.

How many BitMine (BMNR) shares does the reporting person beneficially own?

The report shows total beneficial ownership of 181,193 shares at fiscal-year end, including 9,000 shares directly and 172,193 shares indirectly via Bitflair Mining Corp.

What is the reporting person’s role at BitMine Immersion Technologies?

The filing identifies the reporting person, Ryan Ramnath, as the company’s Chief Operating Officer (COO).

When was the Form 5 signed by the reporting person?

The Form 5 bears the reporting person’s signature dated 09/02/2025.