BitMine Immersion Technologies Inc Series A Pfd 2026年季度报告

FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2026Or☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ______ to ______ Commission file number: 001-42675 BITMINE IMMERSION TECHNOLOGIES, INC. Securities registered pursuant to Section 12(b) of the Act: Common Stock, par value $0.00019.50% Series A Perpetual Preferred Stock, parvalue $0.0001 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☒Emerging growth company☒ Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).☐Yes☒No The number of shares outstanding of the registrant’s common stock as of July9, 2026 was 603,226,394 shares. TABLE OF CONTENTS Item 1.Financial Statements1Condensed Consolidated Balance Sheets as ofMay 31, 2026(unaudited)and August 31, 20251Condensed Consolidated Statements of Operationsand Comprehensive Loss, for the Three and Nine MonthsEnded May 31, 2026 and 2025(unaudited)2Condensed Consolidated Statements of Changes in Stockholders’ Equity, for the Three and Nine MonthsEnded May 31, 2026 and 2025(unaudited)4Condensed Consolidated Statements of Cash Flows, for the Nine Months Ended May 31, 2026 and 2025(unaudited)6Notes to the Unaudited Condensed Consolidated Financial Statements(unaudited)8Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations27Item 3.Quantitative and Qualitative Disclosures about Market Risk41Item 4.Controls and Procedures41Part II – OTHER INFORMATIONItem 1.Legal Proceedings42Item 1A.Risk Factors42Item 2.Unregistered Sales of Equity Securities and Use of Proceeds46Item 3.Defaults Upon Senior Securities46Item 4.Mine Safety Disclosures47Item 5.Other Information47Item 6.Exhibits47SIGNATURES47 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This quarterly report on Form 10-Q (the "Report") contains forward-looking statements within the meaning of Section 27A of theSecurities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the"Exchange Act"). Forward-looking statements relate to future events or future financial performance of Bitmine ImmersionTechnologies, Inc. (the "Company," "Bitmine," "BMNR," "we," "us," or "our"), and can ordinarily be identified by terminology suchas "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "targets," "projects," "contemplates," "believes,""estimates," "predicts," "potential," "continue,” “objective,” “seek,” “strategy" or the negative of these terms or other similar words.These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict.Some of the forward-looking statements contained in this Report include, but are not limited to, statements relating to:•our ETH Treasury Strategy and our objective to grow our net ETH position over time, including our expectations regarding staking yields, treasury security, and capital allocation;•our expectations regarding staking and validation operations, including staking rewards, validator participation rates, protocolparameters, and the performance of the MAVAN platform;•our belief that we will have sufficient liquidity to fund operations for at least the next 12 months based on our currentoperating plan, expected cash on hand, anticipated operating cash flows, and access to capital under our shelf registration andATM Program;•our expectations regarding material cash requirements, including fees for digital asset management, capital expenditures,working capital requirement