Bitmine Immersion Technologies Inc.

02/17/2026 | Press release | Distributed by Public on 02/17/2026 18:30

Amendment to Statement of Changes in Beneficial Ownership (Form 4/A)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Lee Thomas Jong
2. Issuer Name and Ticker or Trading Symbol
BITMINE IMMERSION TECHNOLOGIES, INC. [BMNR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O BITMINE IMMERSION TECHNOLOGIES, INC., 10845 GRIFFITH PEAK DRIVE #2
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026
(Street)
LAS VEGAS, NV 89135
4. If Amendment, Date Original Filed (Month/Day/Year)
01/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
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
Common Stock 01/23/2026 M 500,000(1) A $ 0 726,722 D
Common Stock 01/23/2026 F 231,700(2) D $28.8 495,022 D
Common Stock 222,222 I By Thomas J Lee 2012 Trust
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)
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 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit (3) 01/23/2026 A 1,500,000 (4) (4) Common Stock 1,500,000 $ 0 1,500,000 D
Restricted Stock Unit (3) 01/23/2026 M 500,000 (5) (5) Common Stock 500,000 (6) 1,000,000 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lee Thomas Jong
C/O BITMINE IMMERSION TECHNOLOGIES, INC.
10845 GRIFFITH PEAK DRIVE #2
LAS VEGAS, NV 89135
X

Signatures

/s/ Bailey White, as Attorney-in-fact 02/17/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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 one-third of the restricted stock units ("RSUs") granted to the Reporting Person for service as Executive Chairman, which were immediately vested on the date of grant in the form of Common Stock.
(2) Shares withheld for payment of tax liability.
(3) Each RSU represents a contingent right to receive one share of Common Stock.
(4) Represents RSUs which were granted to the Reporting Person for services as Executive Chairman. 500,000 RSUs were immediately vested on the grant date in the form of Common Stock, 500,000 RSUs will vest on the first anniversary of the grant date and the remaining 500,000 RSUs will vest on the second anniversary of the grant date, subject to the Reporting Person's continued service on each applicable vesting date.
(5) Represents RSUs that immediately vested on the grant date in the form of Common Stock.
(6) On January 23, 2026, 500,000 of the Reporting Person's RSUs were settled for an equal number of shares of Common Stock.

Remarks:
This Amendment is being filed to reflect shares of Common Stock withheld for payment of tax liability.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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