BITMINE IMMERSION TECHNOLOGIES, INC.
For the period ended Feb 28, 2026. Filed Apr 14, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Feb 28, 2026 · Filed Apr 14, 2026
BMNR$18.76-1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-11-30; filed 2026-01-13.
0001493152-26-002084
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-02-28; filed 2026-04-14.
0001493152-26-016560
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 81 previous paragraphs and 100 current paragraphs.
60 unchanged; 21 reworded; 14 added; 0 removed; 0 previous and 5 current paragraphs rearranged.
Tables are not compared: 10 previous and 20 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (14)
Current report
During the current quarter, we also deployed capital into strategic moonshot investments that we believe complement our ETH-focused operating model and treasury strategy. These investments were evaluated alongside direct ETH acquisitions as part of our broader capital allocation framework and are intended to support long-term value creation rather than near-term operating income.
Current report
Capital deployed into strategic investments is subject to similar risk discipline, liquidity considerations and governance oversight as our ETH treasury activities, and may introduce additional sources of earnings volatility unrelated to ETH price movements.
Current report
During the three months ended February 28, 2026, the Company recognized no income tax benefit or income tax expense.
Current report
Revenues
Current report
During the six months ended February 28, 2026, revenues were $13,335, compared to $2,718 during the six months ended February 28, 2025. The increase in revenue was a result of the following:
Current report
Cost of Sales
Current report
Operating Expenses
Current report
Other Income (Expense)
Current report
Income Taxes
Current report
(4) Represents the change in fair value of the company’s held ETH option contracts for the three and six months ended February 28, 2026.
Current report
(6) Represents the premiums earned on the Company’s written ETH option contracts for the three and six months ended February 28, 2026.
Current report
The reconciliation of Adjusted EPS for the six months endedFebruary 28, 2026 and 2025 is as follows:
Current report
(4) Represents the change in fair value of the company’s held ETH option contracts for the three and six months ended February 28, 2026.
Current report
(6) Represents the premiums earned on the Company’s written ETH option contracts for the three and six months ended February 28, 2026.
Reworded paragraphs (21)
Previous wording
In June and July 2025, we strengthened our liquidity through an underwritten public offering of common stock, private placements, and the establishment of our at-the-market program permitting sales of up to $20,000,000 of our common stock from time to time (the “ATM Program”). As of November 30, 2025, $4,617,859 of sales relating to the ATM Program are still available. We also uplisted our common stock to the NYSE American in June 2025.
Current wording
In June and July 2025, we strengthened our liquidity through an underwritten public offering of common stock, private placements, and the establishment of our at-the-market program permitting sales of up to $24,500,000 of our common stock from time to time (the “ATM Program”). As of February 28, 2026, $6,713,325 of sales capacity relating to the ATM Program are still available. We also uplisted our common stock to the NYSE American in June 2025 and subsequently uplisted our common stock to the New York Stock Exchange on April 9, 2026.
Previous wording
Operating expenditures and investment priorities. As an ETH-focused company, we expect a mix shift in operating expenses toward cybersecurity, custody, treasury operations, compliance and technology enablement for advisory and analytics. Capital expenditures are expected to remain modest relative to a mining-centric model. We intend to maintain a flexible cost structure aligned with services activity and treasury scale.
Current wording
Operating expenditures and investment priorities. As an ETH-focused company, we expect a mix shift in operating expenses toward cybersecurity, custody, treasury operations, compliance and technology enablement for advisory and analytics. Capital expenditures are expected to remain modest relative to a mining-centric model. We intend to maintain a flexible cost structure aligned with services activity and treasury scale. In addition to direct ETH holdings, we may selectively pursue strategic moonshot investments in operating companies, platforms or ecosystems that we believe are aligned with Ethereum adoption, infrastructure or adjacent services. These investments are evaluated within the context of our ETH Treasury Strategy and are intended to complement, rather than replace, direct exposure to ETH.
Previous wording
Comparison of Results of Operations for the Three Months Ended November 30, 2025 and November 30, 2024.
Current wording
Comparison of Results of Operations for the Three Months EndedFebruary 28, 2026and 2025.**
Previous wording
During the three months ended November 30, 2025, revenues were $2,293, compared to $1,201 during the three months ended November 30, 2024. The increase in revenue was a result of the following:
Current wording
During the three months ended February 28, 2026, revenues were $11,041, compared to $1,517 during the three months ended February 28, 2025. The increase in revenue was a result of the following:
Previous wording
Major components of cost of sales include rent to house mining and hosting equipment, electricity, depreciation, and supplies. During the three months ended November 30, 2025, cost of sales was $1,024 compared to $1,211 during the three months ended November 30, 2024. The increase in cost of sales was a result of the following:
Current wording
Major components of cost of sales include rent to house mining and hosting equipment, electricity, depreciation, and supplies. During the three months ended February 28, 2026, cost of sales was $1,426 compared to $1,440 during the three months ended February 28, 2025. The decrease in cost of sales was a result of the following:
Previous wording
During the three months ended November 30, 2025, the Company recognized the full valuation allowance that was recorded against the Company’s deferred tax assets as a discrete item. This resulted in a $92,295 income tax benefit for the period.
Current wording
During the six months ended February 28, 2026, the Company recognized the full valuation allowance that was recorded against the Company’s deferred tax assets as a discrete item. This resulted in a $92,295 income tax benefit for the period.
Previous wording
(1) Stock based compensation represents the non-cash expense recorded for the Company’s restricted stock units and restricted stock awards. This includes the impact of the modification that occurred during the three months ended November 30 2025 as well the vesting of existing awards.
Current wording
(1) Stock based compensation represents the non-cash expense recorded for the Company’s restricted stock units and restricted stock awards. This includes the impact of the modification that occurred during the three and six months ended February 28, 2026 as well the vesting of existing awards.
Previous wording
(3) Represents the change in fair value of the company’s held investment in Eightco’s common stock for the three months ended November 30, 2025.
Current wording
(3) Represents the change in fair value of the company’s held invesment in Eightco’s common stock for the three and six months ended February 28, 2026.
Previous wording
(4) Represents the change in fair value of the company’s liability classified warrants for the three months ended November 30, 2025.
Current wording
(5) Represents the change in fair value of the company’s liability classified warrants for the three and six months ended February 28, 2026.
Previous wording
(5) Represents non-recurring charges incurred in connection with the early settlement of the Company’s loan with a third-party lender and the Hash Rate Sale Agreement.
Current wording
(7) Represents non-recurring charges incurred in connection with the early settlement of the Company’s line of credit from IDI and the Hash Rate Sale Agreement.
Previous wording
The reconciliation of Adjusted EPS for the three months ended November 30, 2025 and 2024 is as follows:
Current wording
The reconciliation of Adjusted EPS for the three months endedFebruary 28, 2026 and 2025 is as follows:
Previous wording
(1) Stock based compensation represents the non-cash expense recorded for the Company’s restricted stock units and restricted stock awards. This includes the impact of the modification that occurred during the three months ended November 30 2025 as well the vesting of existing awards.
Current wording
(1) Stock based compensation represents the non-cash expense recorded for the Company’s restricted stock units and restricted stock awards. This includes the impact of the modification that occurred during the three and six months ended February 28, 2026 as well the vesting of existing awards.
Previous wording
(3) Represents the change in fair value of the company’s held investment in Eightco’s common stock for the three months ended November 30, 2025.
Current wording
(3) Represents the change in fair value of the company’s held invesment in Eightco’s common stock for the three and six months ended February 28, 2026.
Previous wording
(4) Represents the change in fair value of the company’s liability classified warrants for the three months ended November 30, 2025.
Current wording
(5) Represents the change in fair value of the company’s liability classified warrants for the three and six months ended February 28, 2026.
Previous wording
(5) Represents non-recurring charges incurred in connection with the early settlement of the Company’s loan with a third-party lender and the Hash Rate Sale Agreement.
Current wording
(7) Represents non-recurring charges incurred in connection with the early settlement of the Company’s line of credit from IDI and the Hash Rate Sale Agreement.
Previous wording
As of November 30, 2025, the Company had $887,678 in cash on hand and working capital of $751,900. Our primary sources of liquidity during the three months ended November 30, 2025 included:
Current wording
As of February 28, 2026, the Company had $879,577 in cash on hand and working capital of $869,527. Our primary sources of liquidity during the six months ended February 28, 2026 included:
Previous wording
On July 8, 2025, the Company entered into a Strategic Advisor Agreement with a third-party service provider (the “Strategic Advisor”) pursuant to which the Company engaged the Strategic Advisor to provide strategic advice and guidance relating to the Company’s business, operations, growth initiatives and industry trends in the digital asset technology sector. As compensation for services rendered by the Strategic Advisor under the Strategic Advisor Agreement, the Company issued to the Strategic Advisor warrants to purchase 3,192,620 shares of the Company’s Common Stock (the “Strategic Advisor Warrants”) at an exercise price of $5.40 per share. The Strategic Advisor Warrants were fully vested upon issuance and have a contractual term of five years. The total grant-date fair value of the Strategic Advisor Warrants is $348,959, which was immediately expensed and included in operating expense in the consolidated statement of income (loss).
Current wording
On July 8, 2025, the Company entered into a Strategic Advisor Agreement with a third-party service provider (the “Strategic Advisor”) pursuant to which the Company engaged the Strategic Advisor to provide strategic advice and guidance relating to the Company’s business, operations, growth initiatives and industry trends in the digital asset technology sector. As compensation for services rendered by the Strategic Advisor under the Strategic Advisor Agreement, the Company issued to the Strategic Advisor warrants to purchase 3,192,620 shares of common stock (the “Strategic Advisor Warrants”) at an exercise price of $5.40 per share. The Strategic Advisor Warrants were fully vested upon issuance and have a contractual term of five years. The total grant-date fair value of the Strategic Advisor Warrants is $348,959, which was immediately expensed and included in operating expense in the consolidated statement of income (loss). As of February 28, 2026, approximately 2.8 million Strategic Advisor Warrants with an exercise price of $5.40 remain outstanding. If these warrants are exercised for cash, they could represent a potential future source of liquidity for the Company, thereby contributing to future cash flows.
Previous wording
In connection with the share offering on June 4, 2025, the Company issued to ThinkEquity warrants to purchase up to 129,375 shares of Common Stock at an exercise price of $10 per share (the “Representative’s Warrants”) in exchange for services. The Representative’s Warrants were fully vested upon issuance, but are not exercisable until December 1, 2025. The warrants have a contractual term of approximately five years. The total grant-date fair value of the Representative’s Warrants is $852, which was treated as the issuance cost, net against the cash proceeds from the capital raise.
Current wording
In connection with the share offering on June 4, 2025, the Company issued to ThinkEquity LLC warrants to purchase up to 129,375 shares of common stock at an exercise price of $10 per share (the “Representative’s Warrants”) in exchange for services. The Representative’s Warrants were fully vested upon issuance, but are not exercisable until December 1, 2025. The warrants have a contractual term of approximately five years. The total grant-date fair value of the Representative’s Warrants is $852, which was treated as the issuance cost, net against the cash proceeds from the capital raise.
Previous wording
Net cash used in operating activities was $228,356 for the three months ended November 30, 2025, compared to $96 for the three months ended November 30, 2024. The increase is primarily related to one time capital raising, advisory, legal, and other consulting fees. The increase is also related to expenses associated the Consulting Agreement. This increase in cash outflow was offset by an increase in cash received from the Company’s revenue generating activities.
Current wording
Net cash used in operating activities was $316,599 for the six months ended February 28, 2026, compared to $311 for the three months ended February 28, 2025. The increase is primarily related to one time capital raising, advisory, legal, and other consulting fees. The increase is also related to expenses associated the Consulting Agreement. This increase in cash outflow was offset by an increase in cash received from the Company’s revenue generating activities.
Previous wording
Net cash used in investing activities was $7,422,439 for the three months ended November 30, 2025, compared to $18 for the three months ended November 30, 2024. The increase in investing cash outflow was almost entirely driven by the $7,527,221 purchase of ETH.
Current wording
Net cash used in investing activities was $9,742,785 for the six months ended February 28, 2026, compared to $18 for the three months ended February 28, 2025. The increase in investing cash outflow was primarily driven by the $9,536,644 purchase of ETH. The remaining investing cash outflow was driven by the purchases of the Company’s investments in Beast Industries and Eightco Holdings
Previous wording
Net cash provided by financing activities was $8,026,474 for the three months ended November 30, 2025, compared to $412 for the three months ended November 30, 2024. This increase was primarily driven by the $7,664,380 of proceeds received from the Company’s ATM Offering. Refer toNote 7 – Stockholder’s Equity within the financial statements for further details regarding these offerings.
Current wording
Net cash provided by financing activities was $10,426,962 for the six months ended February 28, 2026, compared to $312 for the three months ended February 28, 2025. This increase was primarily driven by the $10,068,914 of proceeds received from the ATM Offering. Refer toNote 8 – Stockholder’s Equity within the financial statements for further details regarding these offerings.
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
Comparison of Results of Operations for the Six Months EndedFebruary 28, 2026and 2025.**
Current report — wording carried from elsewhere
For the results of operations we have included the respective percentage of changes, unless greater than 100% or less than (100)%, in which case we have denoted such changes as not meaningful (“NM”).
Current report — wording carried from elsewhere
Major components of cost of sales include rent to house mining and hosting equipment, electricity, depreciation, and supplies. During the six months ended February 28, 2026, cost of sales was $2,451 compared to $2,652 during the six months ended February 28, 2025. The increase in cost of sales was a result of the following:
Current report — wording carried from elsewhere
The reconciliation of Adjusted EBITDA for the six months ended February 28, 2026 and 2025 is as follows:
Current report — wording carried from elsewhere
(10) The income tax provision adjustment is calculated by multiplying “Adjusted income (loss) before income tax provision” by the Company’s applicable tax rate of 21%.