Bitmine Immersion Technologies Provides Key Operational Update as Emerging Growth Company on July 27, 2026

Company Incorporation and Regulatory Status

Bitmine Immersion Technologies, Inc., incorporated in Delaware, operates from its principal office at 800 Connecticut Avenue, Norwalk, Connecticut. It has two securities listed on the NYSE: common stock (ticker BMNR) and 9.50% Series A Perpetual Preferred Stock (ticker BMNP), both with a par value of $0.0001 per share. The company’s IRS Employer Identification Number is 84-3986354, and its SEC Commission File Number is 001-42675. As of the filing date, it qualifies as an emerging growth company under Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Securities Exchange Act of 1934.

This emerging growth company status grants Bitmine certain regulatory reliefs, including scaled disclosure requirements and exemptions from some audit and compensation disclosures. Notably, the company has chosen not to utilize the extended transition period for adopting new or revised financial accounting standards, aligning its compliance timeline with that of larger public companies.

Details of Operational Update and Timing

On July 27, 2026, Bitmine Immersion Technologies issued a press release detailing operational developments, filed as Exhibit 99.1 in its current report. The disclosure adhered to Regulation FD, which mandates public companies to release material information simultaneously to all investors and market participants, avoiding selective disclosure.

The update coincided with the filing date of the report. CEO Chi Tsang authorized and signed the filing, ensuring the information was disseminated through both traditional press channels and official regulatory filings to meet federal securities disclosure requirements.

Regulation FD Compliance and Disclosure Status

The company clarified that the information disclosed under Item 7.01 (Regulation FD Disclosure), including the attached press release, is not considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934. This status limits liability related to the accuracy of the disclosed information. Additionally, the disclosure is not incorporated by reference into other SEC filings unless explicitly stated, a standard practice for Regulation FD disclosures to define the regulatory scope of the information.

Press Release and Exhibit Filing Information

The operational update was communicated through the July 27, 2026 press release attached as Exhibit 99.1. While the full text is not reproduced in the filing document, investors are encouraged to review this exhibit for comprehensive details. The filing also included an Inline XBRL document (Exhibit 104), facilitating machine-readable financial data analysis.

Capital Structure Featuring Dual-Class Securities

Bitmine Immersion Technologies maintains a dual-class capital structure with common stock (NYSE:BMNR) and 9.50% Series A Perpetual Preferred Stock (NYSE:BMNP). The preferred stock offers a fixed 9.50% annual dividend and has no maturity date, continuing indefinitely unless redeemed or called. Both classes have a par value of $0.0001 per share but differ in economic rights and liquidation priority.

Common stockholders hold residual equity after preferred stockholders and creditors, bearing higher risk but potential for greater appreciation. The separate ticker symbols reflect the distinct classes and their rights on the exchange.

Delaware Incorporation and Corporate Governance

Incorporated in Delaware, Bitmine Immersion Technologies benefits from the state’s advanced corporate law framework, including flexible governance rules and specialized Chancery Court expertise. The company’s headquarters in Norwalk, Connecticut, serves as its operational and management center, with official mailing and contact details provided for regulatory and investor communications.

Emerging Growth Company Status and Accounting Policy

As an emerging growth company, Bitmine Immersion Technologies enjoys regulatory accommodations such as reduced disclosure requirements and delayed auditor attestation obligations. However, the company elected not to adopt the extended transition period for new accounting standards, opting instead to implement changes concurrently with larger public companies, potentially accelerating its accounting standard adoption timeline.

Executive Authorization and Certification

CEO Chi Tsang signed and authorized the July 27, 2026 filing, certifying that the information is accurate and complete to the best of his knowledge. This certification aligns with federal securities laws and holds the CEO accountable for the content’s integrity.

The authorization reflects standard corporate governance protocols requiring filings to be executed by duly authorized officers, ensuring responsibility and legal compliance in disclosures.

Investor Impact and Market Considerations

The operational update reflects material information management deemed important for investors, communicated through both press release and regulatory filing under Regulation FD. Shareholders of BMNP preferred stock and BMNR common stock should review the detailed update in the attached press release exhibit.

At the time of filing, the immediate impact on share prices was unclear. Market reactions will depend on the specifics of the disclosed information, prevailing market conditions, and investor sentiment. Investors are advised to analyze all available disclosures carefully to evaluate the update’s relevance to their investment strategies and risk profiles.