Tether entities report 19.7% Bitdeer (BTDR) stake after internal share transfer

Rhea-AI Filing Summary

Bitdeer Technologies Group’s major shareholder group led by Tether Global Investments Fund, S.I.C.A.F., S.A. filed Amendment No. 12 to its Schedule 13D for the company’s Class A ordinary shares. The reporting persons collectively beneficially own 37,729,510 Class A shares, representing 19.7% of the outstanding class, based on 191,152,162 shares outstanding as of December 31, 2025.

Effective on June 12, 2026, Tether Investments, S.A. de C.V. transferred 13,955,523 Class A shares to Tether International, S.A. de C.V. This internal transfer did not change the aggregate number of Bitdeer Class A shares beneficially owned by the reporting persons, but shifted holdings between Tether Investments and Tether International.

Key Figures

Aggregate beneficial ownership: 37,729,510 Class A shares Ownership percentage: 19.7% of Class A shares Shares held by Tether Investments: 23,773,987 Class A shares +3 more

6 metrics

Aggregate beneficial ownership 37,729,510 Class A shares Beneficially owned by reporting persons

Ownership percentage 19.7% of Class A shares Based on 191,152,162 shares outstanding as of Dec. 31, 2025

Shares held by Tether Investments 23,773,987 Class A shares Beneficially owned; 12.4% of class

Shares held by Tether International 13,955,523 Class A shares Beneficially owned; 7.3% of class

Internal share transfer 13,955,523 Class A shares Transferred from Tether Investments to Tether International on June 12, 2026

Shares outstanding baseline 191,152,162 Class A shares Shares outstanding as of Dec. 31, 2025 per Form 20-F

Key Terms

beneficially own, shared voting power, shared dispositive power, pecuniary interest, +2 more

6 terms

beneficially own financial

"The Reporting Persons beneficially own an aggregate of 37,729,510 of the Issuer's Class A Shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

shared voting power financial

"Tether Global Investments Fund, S.I.C.A.F., S.A. and Giancarlo Devasini each have shared voting and dispositive power"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Tether Investments, S.A. de C.V. has shared voting and dispositive power with respect to 23,773,987"

pecuniary interest financial

"The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest"

Schedule 13D regulatory

"This statement on amends the of Tether Holdings Limited ... with respect to the Class A ordinary shares"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

joint statement per Rule 13d-1(k) regulatory

"Exhibit 1 - Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k)"

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 12)

BITDEER TECHNOLOGIES GROUP

(Name of Issuer)

Class A ordinary shares, par value $0.0000001 per share

(Title of Class of Securities)

G11448100

(CUSIP Number)

Tether Global Investments Fund
Final Av. La Revolucion, Edif. Centro, Corporativo Presidente Plaza, Nivel 12
San Salvador, H3, 00000
4420 4621 1793

Daniel Woodard
McDermott Will & Schulte LLP, One Vanderbilt Avenue
New York, NY, 10017
(212) 547-5400

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/12/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G11448100

1

Name of reporting person

Tether Global Investments Fund, S.I.C.A.F., S.A.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 37,729,510.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 37,729,510.00

11

Aggregate amount beneficially owned by each reporting person

37,729,510.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

19.7 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Items 8, 10 and 11: Includes 23,773,987 Class A ordinary shares, par value $0.0000001 per share ("Class A Shares") of Bitdeer Technologies Group held by Tether Investments, S.A. de C.V., a wholly owned subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. and 13,955,523 Class A Shares held by Tether International, S.A. de C.V., a wholly owned subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Note in relation to Item 13: This percentage is calculated based upon 191,152,162 Class A Shares outstanding on December 31, 2025, as reported in the Issuer's Annual Report of Form 20-F filed with the Securities and Exchange Commission on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): G11448100

1

Name of reporting person

Tether Investments, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 23,773,987.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 23,773,987.00

11

Aggregate amount beneficially owned by each reporting person

23,773,987.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.4 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Item 13: This percentage is calculated based upon 191,152,162 Class A Shares outstanding on December 31, 2025, as reported in the Issuer's Annual Report of Form 20-F filed with the Securities and Exchange Commission on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): G11448100

1

Name of reporting person

Tether International, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 13,955,523.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 13,955,523.00

11

Aggregate amount beneficially owned by each reporting person

13,955,523.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.3 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Item 13: This percentage is calculated based upon 191,152,162 Class A Shares outstanding on December 31, 2025, as reported in the Issuer's Annual Report of Form 20-F filed with the Securities and Exchange Commission on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): G11448100

1

Name of reporting person

Giancarlo Devasini

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ITALY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 37,729,510.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 37,729,510.00

11

Aggregate amount beneficially owned by each reporting person

37,729,510.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

19.7 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note in relation to Items 8, 10 and 11: Includes 23,773,987 Class A Shares held by Tether Investments, S.A. de C.V., a wholly owned subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. and 13,955,523 Class A Shares held by Tether International, S.A. de C.V., a wholly owned subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Mr. Devasini has a greater than 50% voting interest in Tether Global Investments Fund, S.I.C.A.F., S.A. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. Note in relation to Item 13: This percentage is calculated based upon 191,152,162 Class A Shares outstanding on December 31, 2025, as reported in the Issuer's Annual Report of Form 20-F filed with the Securities and Exchange Commission on April 30, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A ordinary shares, par value $0.0000001 per share
(b)	Name of Issuer: BITDEER TECHNOLOGIES GROUP
(c)	Address of Issuer's Principal Executive Offices: 08 Kallang Avenue, Aperia Tower 1, #09-03/04, Singapore, SINGAPORE , 339509.
Item 1 Comment: This statement on Schedule 13D amends the Schedule 13D of Tether Holdings Limited, a British Virgin Islands business company, Tether International Limited, a British Virgin Islands business company, Ludovicus Jan Van der Velde and Giancarlo Devasini that was originally filed with the Securities and Exchange Commission on June 6, 2024, as amended by Amendment No. 1 filed on August 8, 2024, Amendment No. 2 filed on September 3, 2024, Amendment No. 3 filed on November 7, 2024, Amendment No. 4 filed on January 22, 2025, Amendment No. 5 filed on March 17, 2025, Amendment No. 6 filed on April 8, 2025, Amendment No. 7 filed on April 15, 2025, Amendment No. 8 filed on April 23, 2025, Amendment No. 9 filed on November 10, 2025, Amendment No. 10 filed on November 25, 2025 and Amendment No. 11 filed on February 20, 2026 (as amended, the "Schedule 13D") with respect to the Class A ordinary shares, par value $0.0000001 per share ("Class A Shares") of Bitdeer Technologies Group, an exempted company incorporated in the Cayman Islands (the "Issuer"). This amendment to the Schedule 13D is being filed by Tether Global Investments Fund, S.I.C.A.F., S.A. (f/k/a Tether Holdings, S.A. de C.V. (and Tether Holdings Limited), an El Salvador entity, Tether Investments, S.A. de C.V. (f/k/a Tether Investments Limited), an El Salvador entity ("Tether Investments"), Tether International, S.A. de C.V., an El Salvador entity, and Giancarlo Devasini (collectively, the "Reporting Persons") and constitutes Amendment No.12 to the Schedule 13D. Capitalized terms used but not defined herein have the meanings given to such terms in the Schedule 13D. Except as set forth herein, the Schedule 13D is unmodified.
Item 4.	Purpose of Transaction
	Effective on June 12, 2026, Tether Investments transferred 13,955,523 Class A Shares to Tether International, S.A. de C.V. (the "Transfer"). The Transfer resulted in no change in the aggregate number of Class A Shares beneficially owned by the Reporting Persons.
Item 5.	Interest in Securities of the Issuer
(a)	The Reporting Persons beneficially own an aggregate of 37,729,510 of the Issuer's Class A Shares, representing 19.7% of the outstanding Class A Shares. This percentage is calculated based upon 191,152,162 Class A Shares outstanding on December 31, 2025, as reported in the Issuer's Annual Report of Form 20-F filed with the Securities and Exchange Commission on April 30, 2026.
(b)	Tether Global Investments Fund, S.I.C.A.F., S.A. and Giancarlo Devasini each have shared voting and dispositive power with respect to 37,729,510 of the Issuer's Class A Shares. Tether Investments, S.A. de C.V. has shared voting and dispositive power with respect to 23,773,987 of the Issuer's Class A Shares. Tether International, S.A. de C.V. has shared voting and dispositive power with respect to 13,955,523 of the Issuer's Class A Shares.
(c)	Schedule B sets forth the transactions in the Class A Shares (other than the Transfer) effected by the Reporting Persons in the last 60 days.
(d)	None.
(e)	Not applicable.
Item 7.	Material to be Filed as Exhibits.
	Schedule A - Executive Officers and Directors Schedule B - Transactions in Class A Shares Exhibit 1 - Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Tether Global Investments Fund, S.I.C.A.F., S.A.

Signature:	/s/ Omar Rossi
Name/Title:	Omar Rossi, Sole Administrator
Date:	06/16/2026

Tether Investments, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, Sole Administrator
Date:	06/16/2026

Tether International, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, Sole Administrator
Date:	06/16/2026

Giancarlo Devasini

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, individually
Date:	06/16/2026

FAQ

How many Bitdeer (BTDR) shares do the Tether reporting persons now beneficially own?

The reporting persons beneficially own 37,729,510 Bitdeer Class A shares, representing 19.7% of the outstanding class. This figure is based on 191,152,162 Class A shares outstanding as of December 31, 2025, as disclosed in Bitdeer’s Form 20-F.

What ownership change is disclosed in this Bitdeer (BTDR) Schedule 13D/A Amendment No. 12?

The amendment discloses an internal transfer of 13,955,523 Bitdeer Class A shares from Tether Investments, S.A. de C.V. to Tether International, S.A. de C.V. The filing states this transfer caused no change in the aggregate number of Bitdeer shares beneficially owned by the reporting persons.

What percentage of Bitdeer (BTDR) does each Tether entity report owning?

Tether Investments, S.A. de C.V. reports beneficial ownership of 23,773,987 Class A shares, or 12.4% of the class. Tether International, S.A. de C.V. reports beneficial ownership of 13,955,523 Class A shares, or 7.3%, with both percentages calculated using 191,152,162 shares outstanding.

How much Bitdeer (BTDR) stock is attributed to Giancarlo Devasini in this filing?

The filing attributes beneficial ownership of 37,729,510 Bitdeer Class A shares, or 19.7% of the class, to Giancarlo Devasini through entities he controls. It notes he has over 50% voting interest in Tether Global Investments Fund and disclaims beneficial ownership except to his pecuniary interest.

What is the event date triggering this Bitdeer (BTDR) Schedule 13D/A amendment?

The event date is June 12, 2026. On that date, Tether Investments, S.A. de C.V. transferred 13,955,523 Bitdeer Class A shares to Tether International, S.A. de C.V. The amendment updates the ownership structure to reflect this transfer without changing total beneficial holdings.

How is the 19.7% ownership in Bitdeer (BTDR) calculated in the amendment?

The 19.7% figure is calculated by dividing 37,729,510 beneficially owned Class A shares by 191,152,162 Bitdeer Class A shares outstanding as of December 31, 2025. That outstanding share count comes from Bitdeer’s Form 20-F filed with the SEC on April 30, 2026.