Lee Thomas Jong 4/A

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.