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Bit Digital (NASDAQ: BTBT) VP gets 94,340 RSUs; tax shares withheld

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bit Digital VP of Finance & CAO Justin Zhu reported compensation-related equity grants and vesting activity, not open-market trades. He received 94,340 restricted stock units under the 2025 Omnibus Equity Incentive Plan, each representing one Ordinary Share, which immediately vested on grant and was valued at $1.59 per share on March 25, 2026.

Earlier, RSU vesting on March 16, 2026 resulted in 3,125 Ordinary Shares valued at $1.68 per share. On March 19, 2026, 1,775 Ordinary Shares were sold by the company at $1.53 per share solely to cover tax withholding, which the filing states does not represent a sale by Zhu. Following these transactions, he directly owns 142,990 Ordinary Shares.

Positive

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Negative

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Insider Zhu Justin
Role VP of Finance & CAO
Type Security Shares Price Value
Grant/Award Restricted Stock Units 94,340 $0.00 --
Exercise Ordinary Shares, $.01 par value 94,340 $0.00 --
Tax Withholding Ordinary Shares, $.01 par value 1,775 $0.00 --
Exercise Ordinary Shares, $.01 par value 3,125 $0.00 --
Holdings After Transaction: Restricted Stock Units — 94,340 shares (Direct); Ordinary Shares, $.01 par value — 142,990 shares (Direct)
Footnotes (1)
  1. Represents Ordinary Shares issued upon vesting of restricted stock units ("RSUs") awarded under the Company's 2025 Omnibus Equity Incentive Plan (the "Plan"). These shares were valued at $1.59, the closing market price on March 25, 2026, when the RSUs vested. Represents RSUs granted pursuant to the Plan. Each RSU represents the right to receive one Ordinary Share of the Issuer. These performance based RSUs were issued under the Plan in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934. The RSUs immediately vested on the date of the grant. These shares were valued at $1.68, the closing market price on March 16, 2026, when the RSUs vested. Represents Ordinary Shares sold by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Ordinary Shares delivered to the Reporting Person on March 19, 2026, from the vesting of Restricted Stock Units, and does not a represent a sale by the Reporting Person. Represents Ordinary Shares issued upon vesting of restricted stock units ("RSUs") previously reported. These shares were sold at $1.53 per share, the average market price, on March 19, 2026
SEC Form 4
FORM 4UNITED 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*
Zhu Justin

(Last)(First)(Middle)
C/O BIT DIGITAL, INC
31 HUDSON YARDS, FLOOR 11 SUITE 30

(Street)
NEW YORK NEW YORK 10001

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Bit Digital, Inc [ BTBT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP of Finance & CAO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares, $.01 par value03/16/202603/16/2026M3,125(6)A(4)50,425D
Ordinary Shares, $.01 par value03/19/202603/19/2026F1,775(5)D(7)48,650D
Ordinary Shares, $.01 par value03/25/202603/25/2026M94,340(1)A(2)142,990D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)$0.0103/25/2026A94,34003/25/202603/12/2035Ordinary Shares94,340$094,340D
Explanation of Responses:
1. Represents Ordinary Shares issued upon vesting of restricted stock units ("RSUs") awarded under the Company's 2025 Omnibus Equity Incentive Plan (the "Plan").
2. These shares were valued at $1.59, the closing market price on March 25, 2026, when the RSUs vested.
3. Represents RSUs granted pursuant to the Plan. Each RSU represents the right to receive one Ordinary Share of the Issuer. These performance based RSUs were issued under the Plan in an exempt transaction pursuant to Rule 16b-3 under the Securities Exchange Act of 1934. The RSUs immediately vested on the date of the grant.
4. These shares were valued at $1.68, the closing market price on March 16, 2026, when the RSUs vested.
5. Represents Ordinary Shares sold by the Issuer solely to satisfy tax withholding obligations in connection with the net issuance of shares of Ordinary Shares delivered to the Reporting Person on March 19, 2026, from the vesting of Restricted Stock Units, and does not a represent a sale by the Reporting Person.
6. Represents Ordinary Shares issued upon vesting of restricted stock units ("RSUs") previously reported.
7. These shares were sold at $1.53 per share, the average market price, on March 19, 2026
/s/ Justin Zhu03/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Bit Digital (BTBT) VP Justin Zhu report?

Justin Zhu reported RSU grants, vesting, and related tax withholding. He received 94,340 restricted stock units that immediately vested, additional shares from earlier RSU vesting, and had 1,775 shares sold by the company solely to satisfy tax obligations.

How many restricted stock units did BTBT grant to Justin Zhu?

Bit Digital granted Justin Zhu 94,340 restricted stock units. These RSUs were issued under the 2025 Omnibus Equity Incentive Plan, each representing one Ordinary Share, and immediately vested on March 25, 2026 at a reference market price of $1.59 per share.

Were there any open-market stock sales by Justin Zhu in this BTBT Form 4?

The filing shows no open-market sales by Justin Zhu. It states that 1,775 Ordinary Shares were sold by the issuer on March 19, 2026 solely to cover tax withholding from RSU vesting, and explicitly notes this does not represent a sale by Zhu.

How many Bit Digital Ordinary Shares does Justin Zhu own after these transactions?

After the reported transactions, Justin Zhu holds 142,990 Ordinary Shares directly. This figure reflects shares received from restricted stock unit vesting, net of the shares sold by the company to satisfy tax withholding obligations related to those vestings.
Bit Digital Inc

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