Bit Digital (BTBT) director Brock Pierce reports 20,000 RSUs and 600,000-share stake

Rhea-AI Filing Summary

Bit Digital director Brock Pierce reported equity compensation and updated share ownership. On December 12, 2025, 20,000 Ordinary Shares were issued to him upon vesting of restricted share units awarded under Bit Digital’s 2025 Omnibus Equity Incentive Plan as director compensation. These shares were awarded at $2.25 per share, the closing market price on December 12, 2025.

On the same date, 20,000 restricted share units were issued under the same plan in an exempt transaction pursuant to Rule 16b-3. Following these transactions, Pierce beneficially owned 600,000 Ordinary Shares indirectly, including 100,000 shares held in the name of Percival Services, LLC, a Puerto Rico limited liability company for which he serves as Managing Director.

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

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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^*

Pierce Brock Jeffrey

(Last) (First) (Middle)

31 HUDSON YARDS

FLOOR 11

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bit Digital, Inc [ BTBT ]

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)
12/12/2025

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
Ordinary Shares, $.01 par value	12/12/2025	12/12/2025	M		20,000(1)	A	(2)	600,000	I	See Footnote(3)

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 Share Units(4)	$0	12/12/2025	12/12/2025	A		20,000		12/12/2025	03/12/2035	Ordinary Shares	20,000	$0	20,000	I	See Footnote(3)

Explanation of Responses:

1. Represents Ordinary Shares issued upon vesting of restricted share units ("RSUs") awarded under the Company's 2025 Omnibus Equity Incentive Plan (the "Plan") as director compensation.

2. These Shares were awarded at $2.25 per share, the closing market price on December 12, 2025

3. Of the amount set forth in Section 5 herein, 100,000 shares are held in the name of Percival Services, LLC ("Percival"), a limited liability company organized under the laws of the commonwealth of Puerto Rico. Mr. Pierce is the Managing Director of Percival Services, LLC which has a Director Agreement with Bit Digital Inc. for Mr. Pierce to act as its representative.

4. These RSUs were issued under the Plan in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.

	/s/ Brock Pierce	12/16/2025
	** 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

Who is the reporting person in the Bit Digital (BTBT) insider filing?

The reporting person is Brock Pierce, who is identified as a director of Bit Digital, Inc.

What equity compensation did Brock Pierce receive from Bit Digital (BTBT)?

On December 12, 2025, Brock Pierce received 20,000 Ordinary Shares issued upon vesting of restricted share units and 20,000 restricted share units under Bit Digital’s 2025 Omnibus Equity Incentive Plan as director compensation.

At what price were Brock Pierce’s Bit Digital (BTBT) shares awarded?

The Ordinary Shares were awarded at $2.25 per share, which was the closing market price on December 12, 2025.

How many Bit Digital (BTBT) shares does Brock Pierce beneficially own after this transaction?

After the reported transactions, Brock Pierce beneficially owned 600,000 Ordinary Shares indirectly, as disclosed in the filing.

What is Percival Services, LLC’s role in Brock Pierce’s Bit Digital (BTBT) holdings?

Of the 600,000 Ordinary Shares beneficially owned, 100,000 shares are held in the name of Percival Services, LLC, a Puerto Rico limited liability company. Brock Pierce is its Managing Director, and Percival has a director agreement with Bit Digital for Pierce to act as its representative.

Under what rule were Brock Pierce’s restricted share units in Bit Digital (BTBT) issued?

The restricted share units were issued under the 2025 Omnibus Equity Incentive Plan in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.

What are the key dates for Brock Pierce’s Bit Digital (BTBT) restricted share units?

The restricted share units are shown with a transaction date of December 12, 2025, a date exercisable of 12/12/2025, and an expiration date of 03/12/2035.