BTBT Insider: Justin Zhu Exercises 47,619 RSUs Valued at $3.15 Each

Rhea-AI Filing Summary

Bit Digital insider Justin Zhu, the company's VP of Finance and CAO, acquired 47,619 ordinary shares on 07/25/2025 by exercising restricted stock units granted under the 2025 Omnibus Equity Incentive Plan. The filing shows the shares were valued at the closing market price of $3.15 per share, implying an aggregate market value of $150,000 for the shares acquired. After the transaction Mr. Zhu beneficially owned 63,330 shares. The RSUs were issued in an exempt transaction pursuant to Rule 16b-3. The Form 4 was executed by Mr. Zhu on 08/20/2025 and lists his New York address.

Positive

• Clear compliance with Section 16 reporting requirements, including signature and transaction dates
• RSU issuance and exercise documented as exempt under Rule 16b-3
• Disclosure of market valuation at $3.15 per share enabling transparent valuation ($150,000 aggregate)

Negative

• None.

Insights

Financial Analyst

TL;DR: Officer acquisition of 47,619 shares worth $150,000 signals routine equity compensation realization, modest incremental insider ownership.

This Form 4 documents a non-derivative acquisition from RSU vesting and exercise under the company's 2025 Omnibus Equity Incentive Plan. The reported per-share closing price of $3.15 produces an aggregate market value of $150,000, and post-transaction beneficial ownership of 63,330 shares. For investors, this is a standard executive compensation event rather than a market signal of changing thesis; the position size is modest relative to typical market capitalization for listed issuers.

Corporate Governance Expert

TL;DR: Transaction appears compliant with Rule 16b-3; documentation shows transparent reporting of equity plan issuance and exercise.

The disclosure states the RSUs were issued in an exempt transaction pursuant to Rule 16b-3, and the Form 4 includes transaction and signature dates, relationship of the reporting person, and valuation detail. This reflects standard governance practices around executive equity awards and required Section 16 reporting. No indication of atypical timing, planned 10b5-1 trading plan, or related-party arrangements is present in the filing.

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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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^*

Zhu Justin

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP of Finance and CAO

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025

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	07/25/2025	07/25/2025	M		47,619(1)	A	(2)	63,330	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(3)	$0.01	07/25/2025	07/25/2025	A		47,619		07/25/2025	03/12/2035	Ordinary Shares	47,619	$0	47,619	D

Explanation of Responses:

1. Represents Ordinary Shares vesting upon exercise of restricted stock units ("RSUs") awarded under the Company's 2025 Omnibus Equity Incentive Plan (the "Plan").

2. These shares were valued at $3.15 per share the closing market price on July 25, 2025.

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

	/s/ Justin Zhu	08/20/2025
	** 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.
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FAQ

What transaction did Bit Digital (BTBT) officer Justin Zhu report on Form 4?

The Form 4 reports that Justin Zhu acquired 47,619 ordinary shares on 07/25/2025 upon exercise/vesting of RSUs under the 2025 Omnibus Equity Incentive Plan.

How much were the shares acquired by Justin Zhu valued at in the filing?

The shares were valued at the closing market price of $3.15 per share, implying an aggregate value of $150,000 for 47,619 shares.

How many Bit Digital shares does Justin Zhu beneficially own after the transaction?

Following the reported transaction Mr. Zhu beneficially owned 63,330 shares.

Were the RSUs issued under an exempt rule or plan?

Yes. The filing states the RSUs were issued in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.

When was the Form 4 signed by the reporting person?

The Form 4 was signed by Justin Zhu on 08/20/2025.