01/27/2026 | Press release | Distributed by Public on 01/27/2026 17:00
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit | (3) | 01/23/2026 | A | 18,996 | (4) | (4) | Common Stock | 18,996 | $ 0 | 18,996 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Edgeworth Jason A C/O BITMINE IMMERSION TECHNOLOGIES, INC. 10845 GRIFFITH PEAK DRIVE #2 LAS VEGAS, NV 89135 |
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| /s/ Bailey White, as Attorney-in-fact | 01/27/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents awards in the form of fully-vested shares of Common Stock for respective service on the Board and its committees during the 2025 calendar year. |
| (2) | Represents a one-time grant of shares of Common Stock to newly-appointed independent members of the Board for the purpose of ensuring all directors have significant alignment with the Company's stockholders. |
| (3) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock. |
| (4) | Represents an award of RSUs for the Reporting Person's service on the Board and its committees during the 2026 calendar year ("2026 Award"). The 2026 Award shares vest quarterly in equal 25% installments over the 12 months following the grant date. |