Lee Thomas Jong 4/A

4/A · BITMINE IMMERSION TECHNOLOGIES, INC. · Filed Feb 17, 2026

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Updated Feb 18, 2026

BitMine (BMNR) Exec Chairman Lee Thomas Jong Receives RSUs; Shares Withheld

What Happened

Lee Thomas Jong, Executive Chairman and a director of BitMine Immersion Technologies (BMNR), was granted 1,500,000 restricted stock units (RSUs) on January 23, 2026. One-third (500,000 RSUs) vested immediately and were settled into 500,000 shares of common stock.
To satisfy tax withholding on the settlement, 231,700 of those shares were withheld at $28.80 per share, representing $6,672,960. Net new shares issued to the reporting person from this settlement: 268,300 shares.
This transaction is an award/settlement of RSUs (not an open-market purchase or a voluntary sale). The withholding to cover taxes is a routine cashless tax-withholding action.

Key Details

Transaction date: January 23, 2026; filing amended February 17, 2026 to reflect the tax-withholding.
Grant: 1,500,000 RSUs (each RSU = right to one share); 500,000 RSUs vested immediately and were settled for shares.
Withheld for taxes: 231,700 shares at $28.80 per share = $6,672,960 (reported as a disposition for tax withholding).
Net shares received from the settlement: 268,300 shares (500,000 settled − 231,700 withheld).
Vesting schedule for the full 1.5M RSU grant: 500,000 vested immediately, 500,000 vest on the first anniversary, and 500,000 on the second anniversary, subject to continued service.
Filing status: This is an amended Form 4 filed to reflect shares withheld for tax liability.

Context

RSU grants are compensation awards, not market purchases; withholding shares for taxes is a common administrative action and doesn't necessarily reflect insider sentiment about the stock.
The settlement was effectively a cashless conversion of vested RSUs into shares followed by tax withholding; the withheld shares are treated as a disposition for tax purposes.

Form 4/AAmended

Period: 2026-01-23

Director

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-01-23+500,000→ 726,722 total
Tax Payment
Common Stock
[F2]
2026-01-23$28.80/sh−231,700$6,672,960→ 495,022 total
Award
Restricted Stock Unit
[F3][F4]
2026-01-23+1,500,000→ 1,500,000 total
→ Common Stock (1,500,000 underlying)
Exercise/Conversion
Restricted Stock Unit
[F3][F6][F5]
2026-01-23−500,000→ 1,000,000 total
→ Common Stock (500,000 underlying)

Holdings

Footnotes (6)

[F1]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.
[F2]Shares withheld for payment of tax liability.
[F3]Each RSU represents a contingent right to receive one share of Common Stock.
[F4]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.
[F5]Represents RSUs that immediately vested on the grant date in the form of Common Stock.
[F6]On January 23, 2026, 500,000 of the Reporting Person's RSUs were settled for an equal number of shares of Common Stock.

Signature

/s/ Bailey White, as Attorney-in-fact|2026-02-17

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