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BITMINE IMMERSION TECHNOLOGIES, INC.

For the period ended Aug 31, 2025. Filed Nov 21, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Nov 21, 2025

BMNR$18.61-0.8%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Exhibits

INDEX TO EXHIBITS

Exhibit NumberDescription
3.1Amended and Restated Certificate of Incorporation (incorporated by reference from Form 8-K filed September 6, 2022).
3.2Certificate of Designations, Rights and Preferences of Series A Convertible Preferred Stock (incorporated by reference from Form 8-K filed September 6, 2022).
3.3Certificate of Designations, Rights and Preferences of Series B Convertible Preferred Stock (incorporated by reference from Form 8-K filed November 7, 2024).
3.4Certificate of Merger (incorporated by reference from Form 10 filed October 27, 2020).
3.5Amended and Restated Bylaws (incorporated by reference from Form S-1 (File No. 333-284361), filed January 21, 2025).
4.4Form of Class C-1 Warrant (incorporated by reference from Form S-1, File No. 333-266348, filed July 27, 2022).
4.5Form of Class C-2 Warrant (incorporated by reference from Form S-1, File No. 333-266348, filed July 27, 2022).
4.6Form of Class C-3 Warrant (incorporated by reference from Form S-1, File No. 333-266348, filed July 27, 2022).
4.7Form of Pre-Funded Warrant, dated June 30, 2025 (incorporated herein by reference from the Current Report on Form 8-K filed with the SEC on July 3, 2025).
4.8Form of Strategic Advisor Warrant, dated July 8, 2025 (incorporated herein by reference from the Current Report on Form 8-K filed with the SEC on July 9, 2025).
4.9Form of Placement Agent Warrant, dated June 27, 2025 (incorporated herein by reference from the Current Report on Form 8-K filed with the SEC on July 3, 2025).
4.10Form of Representative’s Warrant dated June 4, 2025 (incorporated herein by reference from the Current Report on Form 8-K filed with the SEC on June 10, 2025).
10.1Employment Agreement between the Company and Ryan Ramnath dated July 19, 2021 (incorporated by reference from Form 8-K/A filed September 9, 2021).
10.2Master Services Agreement between Telecommunications Services of Trinidad and Tobago Limited and the Company for Colocation Services dated October 21, 2021 (incorporated by reference from Form S-1/A filed November 14, 2022).
10.3Statement of Work No. 1 Colocation Services by and between the Company and Telecommunications Services of Trinidad and Tobago Limited dated June 17, 2022 (incorporated by reference from Annual Report on Form 10-K filed December 14, 2023).
10.4Form of Restricted Stock Agreement (incorporated by reference from Form S-1/A filed November 14, 2022).
10.5Amended and Restated Line of Credit Agreement between the Company and Innovative Digital Investors Emerging Technology, L.P. dated May 13, 2023 (incorporated by reference from Annual Report on Form 10-K filed December 14, 2023).
10.6Promissory Note executed by ROC Digital Mining I LLC dated October 13, 2022 (incorporated by reference from Form 8-K filed October 19, 2022).
10.7Security Agreement executed by ROC Digital Mining I LLC and the Company dated October 13, 2022 (incorporated by reference from Form 8-K filed October 19, 2022).
10.8Transfer, Bill of Sale and Assignment executed by ROC Digital Mining I LLC and the Company dated October 13, 2022 (incorporated by reference from Form 8-K filed October 19, 2022).
10.9Limited Liability Company Operating Agreement of ROC Digital Mining I LLC dated July 27, 2022 (incorporated by reference from Form 8-K filed October 19, 2022).
10.10Limited Liability Company Operating Agreement of ROC Digital Mining Manager LLC dated July 27, 2022 (incorporated by reference from Form 8-K filed October 19, 2022).
10.11Colocation Services Agreement between Bitmine Immersion Technologies, Inc. and Soluna SW, LLC dated October 9, 2023 (incorporated by reference from Annual Report on Form 10-K filed December 14, 2023).
10.12Amendment of Line of Credit Agreement between the Company and Innovative Digital Investors Emerging Technology, L.P. dated November 4, 2024 (incorporated by reference from Form 8-K filed November 7, 2024).
10.13Master Hashrate Purchase and Sale Agreement between the Company and Luxor Technology Corporation dated November 14, 2024 (incorporated by reference from Annual Report on Form 10-K filed December 9, 2024).
10.14Unit Lien Agreement between the Company and Luxor Technology Corporation dated November 14, 2024. (incorporated by reference from Annual Report on Form 10-K filed December 9, 2024).
10.15Master Hashrate Purchase and Sale Agreement between the Company and Luxor Technology Corporation dated May 22, 2025 (incorporated by reference to Form S-1/A filed on May 27, 2025).
10.16Form of Underwriting Agreement by and between Bitmine Immersion Technologies, Inc. and ThinkEquity LLC (incorporated by reference from the Form S-1/A filed May 27, 2025).
10.17Controlled Equity OfferingSM Sales Agreement with Cantor Fitzgerald & Co. and ThinkEquity LLC (incorporated by reference from Form 8-K filed July 9, 2025).
10.18Form of Cash Securities Purchase Agreement, dated as of June 30, 2025, between Bitmine Immersion Technologies, Inc. and each Purchaser (as defined therein) (incorporated by reference from Form 8-K filed July 3, 2025).
10.19Form of Cryptocurrency Securities Purchase Agreement, dated as of June 30, 2025, between Bitmine Immersion Technologies, Inc. and each Purchaser (as defined therein) (incorporated by reference from Form 8-K filed July 3, 2025).
10.20Placement Agency Agreement, dated June 27, 2025, between Bitmine Immersion Technologies, Inc. and ThinkEquity LLC (incorporated by reference from Form 8-K filed July 3, 2025).
10.21Form of Registration Rights Agreement, dated as of June 30, 2025, between Bitmine Immersion Technologies, Inc. and each Purchaser (as defined therein) (incorporated by reference from Form 8-K filed July 3, 2025).
10.22Consulting Agreement, dated July 8, 2025, between Bitmine Immersion Technologies, Inc. and Ethereum Tower LLC (incorporated by reference from Form 8-K filed July 9, 2025).
10.23Strategic Advisor Agreement, dated July 8, 2025, between Bitmine Immersion Technologies, Inc. and Ethereum Tower Instant LLC (incorporated by reference from Form 8-K filed July 9, 2025).
10.24Open Market Share Repurchase Agreement, dated July 28, 2025 (incorporated by reference from Form 8-K filed July 29, 2025).
21*List of Subsidiaries.
31.1*Rule 13a-14(a) Certification of Principal Executive Officer.
31.2*Rule 13a-14(a) Certification of Principal Accounting Officer.
32.1*Section 1350 Certification of Principal Executive Officer.
32.2*Section 1350 Certification of Principal Financial Officer.
101.INSInline XBRL Instance Document (does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCHInline XBRL Taxonomy Extension Scheme Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL document and included in Exhibit 101.INS)
  • Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Bitmine Immersion Technologies, Inc.
(Registrant)
By:/s/ Chi Tsang
Name:Chi Tsang
Title:Chief Executive Officer
Date: November 21, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

NamePositionDate
/s/ Chi TsangChief Executive Officer and DirectorNovember 21, 2025
Chi Tsang(Principal Executive Officer)
/s/ Raymond MowChief Financial Officer and DirectorNovember 21, 2025
Raymond Mow(Principal Financial Officer and Principal Accounting Officer)
/s/ Thomas LeeDirector and Chairman of the Board of DirectorsNovember 21, 2025
Thomas Lee
/s/ Michael MaloneyDirectorNovember 21, 2025
Michael Maloney
/s/ Lori LoveDirectorNovember 21, 2025
Lori Love
/s/ David SharbuttDirectorNovember 21, 2025
David Sharbutt
/s/ Olivia HoweDirectorNovember 21, 2025
Olivia Howe
/s/ Jason EdgeworthDirectorNovember 21, 2025
Jason Edgeworth
/s/ Robert SechanDirectorNovember 21, 2025
Robert Sechan
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.