BTBT / Bit Digital, Inc. - SEC-Einreichungen, Jahresbericht, Proxy Statement

DELAYED DRAW TERM LOAN FACILITY AND SECURITY AGREEMENT

Exhibit 10.2 Execution Version DELAYED DRAW TERM LOAN FACILITY AND SECURITY AGREEMENT THIS DELAYED DRAW TERM LOAN FACILITY AND SECURITY AGREEMENT (this “Agreement”) is made effective May 20, 2026 (the “Effective Date”), by and among Enovum NC-1 Venture, LLC, a Delaware limited liability company (the “Borrower”), Bit Digital Capital, Inc., a Delaware corporation (the “Lender”), and White Fiber Oper

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2026 BIT DIGITAL INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2026 BIT DIGITAL INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission Fil

MASTER DIGITAL CURRENCY LOAN AGREEMENT

Exhibit 10.1 MASTER DIGITAL CURRENCY LOAN AGREEMENT This Master Digital Currency Loan Agreement (“Agreement”) is made on March 27, 2026 (“Effective Date”) by and between BIT DIGITAL INC, (“Borrower”), an exempted company with limited liability organized and existing under the laws of Cayman Islands, with its principal place of business at 31 Hudson Yards, Floor 11, New York NY 10001-2170, and Gala

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confiden

Bit Digital Originates Strategic Financing Facility Supporting WhiteFiber Growth Initiatives

Exhibit 99.1 Bit Digital Originates Strategic Financing Facility Supporting WhiteFiber Growth Initiatives NEW YORK, May 27, 2026 — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a publicly-listed Strategic Asset Company focused on Ethereum strategies, AI/HPC Infrastructure, and strategic acquisitions, today announced that it has originated and served as a lender for a $100 mill

BIT DIGITAL, INC. INSIDER TRADING POLICY

Exhibit 19.1 BIT DIGITAL, INC. INSIDER TRADING POLICY Policy Statement: All, directors, officers and employees (collectively, “Insiders”) of Bit Digital, Inc. (the “Company”) are prohibited from buying and selling securities of the Company and, and advising others who may buy or sell securities of the Company, when such persons are in possession of material, nonpublic information regarding the Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT UNDER SECTION 13 O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 001-38421 BIT DIGITAL, INC. (Exact name of registrant

Bit Digital, Inc. Announces Fiscal Year 2025 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Fiscal Year 2025 Financial Results NEW YORK, March 31, 2026 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), today announced its financial results for the Fiscal Year 2025. The Company will host a conference call on April 1, 2026, at 10:00 AM ET to discuss results (click here for registration information). Financial Highlights for Fiscal Yea

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 31, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 31, 2026 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT

EXHIBIT 10.7 AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT (the “Amendment”) dated as of March 1, 2021, as previously amended as of January 1, 2022 and March 31, 2023 and amended as of March 25, 2026 (the “Effective Date”) by and between Bit Digital, Inc., a Cayman Island exempted company, with its principal business at 31 Hudson Yards, 11th Fl., New York, New Yor

DIRECTOR AGREEMENT

EXHIBIT 10.4 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is made as of this 8th day of December 2025 (the “Agreement”), by and between Bit Digital, Inc., a company organized under the laws of the Cayman Islands (the “Company”) and Ichi Shih, an individual with her principal address at 20 Nongan St Apt 4-23, Zhongshan District, Taipei, Taiwan 10460 (the “Director”). WHEREAS, the Company wishes to re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 001-38421 BIT DIGITAL, INC. (Exact name of registrant as s

LIST OF SUBSIDIARIES OF THE REGISTRANT

EXHIBIT 21 NAME SUBSIDIARIES OF THE REGISTRANT JURISDICTION OWNERSHIP Bit Digital USA, Inc.

DIRECTOR AGREEMENT

EXHIBIT 10.1 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is made as of this 8th day of December 2025 (the “Agreement”), by and between Bit Digital, Inc., a company organized under the laws of the Cayman Islands (the “Company”) and Ichi Shih, an individual with her principal address at 20 Nongan St Apt 4-23, Zhongshan District, Taipei, Taiwan 10460 (the “Director”). WHEREAS, the Company wishes to re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHIHNGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2026 BIT DIGITAL INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHIHNGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2026 BIT DIGITAL INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commissio

1 Strategic Asset Company ( SAC ) Capital allocator to productive digital infrastructure Investor Presentation | February 2026 www.bit - digital.com @BitDigital_BTBT Investing in our securities involves a high degree of risk. Before making an investm

Exhibit 99.1 1 Strategic Asset Company ( SAC ) Capital allocator to productive digital infrastructure Investor Presentation | February 2026 www.bit - digital.com @BitDigitalBTBT Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in It

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 4, 2026 BIT DIGITAL INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 4, 2026 BIT DIGITAL INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

DIRECTOR AGREEMENT

Exhibit 10.01 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT (the “Agreement”) is made as of this 10th day of December 2025, by and between Bit Digital Inc., an exempted company organized under the laws of the Cayman Islands (the “Company”) and Amanda Cassatt (the “Director”), an individual with her address c/o Serotonin 600 N. Broad Street, Suite 5 # 268 Middletown, DE 19709. WHEREAS, the Company wis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 9, 2025 BIT DIGITAL, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 9, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

SEROTONIN INC. CONSULTING AGREEMENT Effective Date: 6/18/25

Exhibit 10.02 SEROTONIN INC. CONSULTING AGREEMENT Effective Date: 6/18/25 This Consulting Agreement (the “Agreement”) is made as of the Effective Date set forth above by and between Serotonin Inc., a Delaware Corporation (“Consultant”) and Bit Digital Client”). Consultant and Client may be referred to herein individually as a “Party” and collectively as the “Parties.” Engagement of Services. Consu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 7, 2025 BIT DIGITAL, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 7, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

Jiashu Bill Xiong

Exhibit 10.01 Jiashu Bill Xiong 3207-4880 Bennett Street, Burnaby BC V5H 0C1 Canada [email protected] December 9, 2025 To: The Board of Directors Bit Digital, Inc 31 Hudson Yards, Floor 11 New York, NY 10001 Re: Resignation from the Board of Directors Dear Members of the Board: I hereby tender my resignation as a member of the Board of Directors of Bit Digital, Inc. (the “Company”), effective

Bit Digital, Inc. Announces Financial Results for the Third quarter of Fiscal Year 2025

Exhibit 99.1 Bit Digital, Inc. Announces Financial Results for the Third quarter of Fiscal Year 2025 NEW YORK, November 14, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a publicly traded digital asset company focused on Ethereum-native treasury and staking strategies headquartered in New York City, today announced its financial results for the third quarter of 2025. The Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38421 BIT DIGITAL, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 14, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 14, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commissio

CALCULATION OF FILING FEE TABLES BIT DIGITAL, INC. Table 1: Newly Registered and Carry Forward Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 BIT DIGITAL, INC. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Ordinary shares, pa

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Exhibit 1.3 October 31, 2025 Bit Digital, Inc. 31 Hudson Yards, Floor 11 New York, New York 10001 Attention: Erke Huang, Chief Financial Officer Dear Mr. Huang: Reference is made to the At The Market Offering Agreement, dated as of April 29, 2025, and the side letter, dated as of April 29, 2025 (collectively, the “ATM Agreement”), by and between Bit Digital, Inc. (the “Company”) and H.C. Wainwrigh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2025 Bit Digital, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commissio

As filed with the Securities and Exchange Commission on October 31, 2025

As filed with the Securities and Exchange Commission on October 31, 2025 Registration No.

BIT DIGITAL, INC. U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of October 2, 2025 to INDENTURE Dated as of October 2, 2025 4.00% Convertible Senior Notes due 2030 TABLE OF CONTENTS

Exhibit 4.2 BIT DIGITAL, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of October 2, 2025 to INDENTURE Dated as of October 2, 2025 4.00% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page Article 1 Definitions 2 Section 1.01 Definitions 2 Section 1.02 References to Interest 13 Article 2 Issue, Description, Execution, Registration and

Bit Digital Announces Pricing of Upsized $135 Million Convertible Notes Offering

Exhibit 99.2 Bit Digital Announces Pricing of Upsized $135 Million Convertible Notes Offering NEW YORK, September 30, 2025 (PRNewswire) — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”) today announced the pricing of its upsized underwritten public offering (the “Offering”) of $135,000,000 aggregate principal amount of 4.00% convertible senior notes due 2030 (the “Notes”). The sa

Bit Digital Announces Proposed Offering of $100 Million Convertible Notes

Exhibit 99.1 Bit Digital Announces Proposed Offering of $100 Million Convertible Notes NEW YORK, September 29, 2025 (PRNewswire) — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”) today announced a proposed registered underwritten public offering (the “Offering”) by the Company of $100,000,000 aggregate principal amount of its convertible senior notes due 2030 (the “Notes”), subje

BIT DIGITAL, INC. 4.00% CONVERTIBLE SENIOR NOTES DUE 2030 UNDERWRITING AGREEMENT

Exhibit 1.1 $135,000,000 BIT DIGITAL, INC. 4.00% CONVERTIBLE SENIOR NOTES DUE 2030 UNDERWRITING AGREEMENT September 29, 2025 Barclays Capital Inc. Cantor Fitzgerald & Co. B. Riley Securities, Inc., As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: Bit Digital, Inc., a Cayma

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

BIT DIGITAL, INC., as Issuer, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Dated as of October 2, 2025 Debt Securities Table of Contents

Exhibit 4.1 BIT DIGITAL, INC., as Issuer, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of October 2, 2025 Debt Securities Table of Contents Page Article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 Article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities. 5 Section 2.02 For

Bit Digital, Inc. 4.00% Convertible Senior Notes due 2030 Convertible into ordinary shares

Filed Pursuant to Rule 424(b)(5) Registration Statement No.: 333-286841 PROSPECTUS SUPPLEMENT (to Prospectus dated June 20, 2025) $135,000,000 Bit Digital, Inc. 4.00% Convertible Senior Notes due 2030 Convertible into ordinary shares We are offering $135,000,000 principal amount of our 4.00% Convertible Senior Notes due 2030 (the “notes”). The notes will bear interest at a rate of 4.00% per year,

PRICING TERM SHEET DATED SEPTEMBER 29, 2025 Bit Digital, Inc. 4.00% Convertible Senior Notes due 2030 September 29, 2025

Filed Pursuant to Rule 433 Registration No. 333-286841 Issuer Free Writing Prospectus, dated September 29, 2025 PRICING TERM SHEET DATED SEPTEMBER 29, 2025 Bit Digital, Inc. $135,000,000 4.00% Convertible Senior Notes due 2030 September 29, 2025 The information in this pricing term sheet supplements Bit Digital, Inc.’s (“Bit Digital”) preliminary prospectus supplement, dated September 29, 2025 (th

2

Exhibit 99.1 Unless the context indicates otherwise, references in this exhibit to the “Company,” “WhiteFiber” “we,” “us,” “our” and similar terms refer to WhiteFiber, Inc. and its combined subsidiaries. Risks Related to WhiteFiber’s Cloud Services and Data Center Operations We are at an early stage of development of our business, currently have limited sources of revenue, and may not become profi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

SUBJECT TO COMPLETION, DATED SEPTEMBER 29, 2025

Filed Pursuant to Rule 424(b)(5) Registration Statement No.: 333-286841 The information contained in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not a solicitation of an offer to buy these securities in any jurisdict

Bit Digital, Inc. Registered Company no 319983 Director’s Certificate

Exhibit 99.1 Bit Digital, Inc. Registered Company no 319983 (Company) Director’s Certificate I, the undersigned, being a director of the Company, certify that the following ordinary resolution (the Shareholder Resolution) was duly passed at the general meeting of shareholders of the Company held, as adjourned, on September 25, 2025 at 9:00 a.m. at 31 Hudson Yards, Floor 11, New York, New York 1000

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 25, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 25, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2025 Bit Digital, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 8, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 8, 2025 BIT DIGITAL INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

1 ETH Powered. Publicly Traded. The foreseeable future belongs to ETH + AI www.bit - digital.com Investor Presentation @BitDigital_BTBT September 2025 Pioneering two of the greatest story arcs of our time: ETH + AI bit - digital.com Bit Digital’s Mis

Exhibit 99.1 1 ETH Powered. Publicly Traded. The foreseeable future belongs to ETH + AI www.bit - digital.com Investor Presentation @BitDigitalBTBT September 2025 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 1A of our An

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2025 Bit Digital, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

1 There is no second best to rewrite the financial system. www.bit - digital.com Investor Presentation @BitDigital_BTBT August 2025 Pioneering the Ethereum Treasury Revolution: Bit Digital’s All - In Strategy for the Future of Finance bit - digital.c

Exhibit 99.1 1 There is no second best to rewrite the financial system. www.bit - digital.com Investor Presentation @BitDigitalBTBT August 2025 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 1A of our Annual Report on Form

Section 351 Contribution Agreement, dated July 30, 2025, between WhiteFiber, Inc. and Bit Digital, Inc.

Exhibit 2.1 SECTION 351 CONTRIBUTION AGREEMENT THIS SECTION 351 CONTRIBUTION AGREEMENT, made as of the 30th day of July 2025, to be effective as of the Effective Date (as defined below), by and between: WHITEFIBER, INC. a Cayman Island exempted company (hereinafter “Company”); and BIT DIGITAL, INC., a Cayman Island exempted company (hereinafter referred to as the “Contributing Party”) WITNESSETH:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 001-38421 BIT DIGITAL, INC. (Exact name of registrant

Transition Services Agreement, dated July 30, 2025, between WhiteFiber, Inc. and Bit Digital, Inc.

Exhibit 10.4 TRANSITION SERVICES AGREEMENT BETWEEN BIT DIGITAL, INC., AND WHITEFIBER, INC. Dated July 30, 2025 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 ARTICLE II PERFORMANCE AND SERVICES 5 Section 2.1 General 5 Section 2.2 Additional Services 5 Section 2.3 Service Requests 6 Section 2.4 Access 6 Section 2.5 Local Agreements 7 Section 2.6 System Shutdown 7 ARTICLE III SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Bit Digital, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confiden

Amendment to Offer Letter, dated July 25, 2025, by and between Bit Digital, Inc. and Justin Zhu.

Exhibit 10.2 AMENDMENT TO OFFER LETTER AMENDMENT TO OFFER LETTER dated May 19, 2021, effective as of July 25, 2025 (the “Effective Date”) by and between Bit Digital, Inc., a Cayman Islands exempted company, with its principal business at 31 Hudson Yards, New York, New York 10001 (the “Company”) and Justin Zhu, with an address at [***] (the “Executive”). W I T N E S S E T H : WHEREAS, the Company i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 Bit Digital, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 Bit Digital, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

Offer Letter, dated May 19, 2021, by and between Bit Digital, Inc. and Justin Zhu.

Exhibit 10.1 BIT DIGITAL | NASDAQ: BTBT May 19, 2021 CONFIDENTIAL Justin Zhu [***] New York, NY By email: [***] Re: Offer Letter Dear Justin, We are very pleased to offer you a position with Bit Digital USA, Inc. (the “Company”), a subsidiary of Bit Digital Inc. (“Bit Digital”). The terms of your proposed employment with the Company are set forth in Section I of this letter. This offer of at-will

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confiden

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2025 Bit Digital, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

22,000,000 Ordinary Shares Bit Digital, Inc.

Filed Pursuant to Rule 424(b)(5) Registration Statement No.: 333-286841 PROSPECTUS SUPPLEMENT (to Prospectus dated June 20, 2025) 22,000,000 Ordinary Shares Bit Digital, Inc. We are offering 22,000,000 of our ordinary shares, par value $.01 (“ordinary shares”), directly to certain institutional investors at an offering price of $3.0600 per share pursuant to this prospectus supplement and the accom

Placement Agent Agreement, dated July 14, 2025, by and between the Company and B. Riley Securities, Inc.

Exhibit 10.1 EXECUTION VERSION 22,000,000 Shares BIT DIGITAL, INC. ORDINARY SHARES, $0.01 PAR VALUE PLACEMENT AGENCY AGREEMENT July 14, 2025 B. Riley Securities, Inc. 1300 17th St. N, Suite 1300 Arlington, VA 22209 as Placement Agent Ladies and Gentlemen: Bit Digital, Inc., a Cayman Islands exempted company (the “Company”), proposes to issue and sell directly (the “Share Purchases”) to the several

Bit Digital, Inc. Announces $67.3 Million Registered Direct Offering of its Ordinary Shares

Exhibit 99.1 Bit Digital, Inc. Announces $67.3 Million Registered Direct Offering of its Ordinary Shares NEW YORK, July 14, 2025 /PRNewswire/ — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”) today announced that it has entered into a placement agency agreement with B. Riley Securities, Inc. (the “Placement Agent”) for the purchase and sale of 22 million ordinary shares at a pric

SUBJECT TO COMPLETION, DATED JULY 14, 2025

Filed Pursuant to Rule 424(b)(5) Registration Statement No.: 333-286841 The information contained in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not a solicitation of an offer to buy these securities in any jurisdict

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2025 Bit Digital, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

Form of Restricted Share Unit

Exhibit 4.4 BIT DIGITAL, INC. RESTRICTED SHARE UNIT AWARD AGREEMENT (2025 OMNIBUS EQUITY INCENTIVE PLAN) This Restricted Share Unit Award Agreement (the “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Bit Digital, Inc., an exempted company limited by shares and incorporated under the laws of the Cayman Islands (the “Company”), and [NAME

Form of Non-Statutory Share Option Agreement

Exhibit 4.3 Form of NON-STATUTORY SHARE OPTION AGREEMENT THIS NON-STATUTORY SHARE OPTION AGREEMENT is made as of , 2025, by and between Bit Digital, Inc., a Cayman Islands exempted company, having its principal executive offices at 31 Hudson Yards, 11th Floor, New York, NY 10001 (the “Grantor”), and , an individual residing at [] (the “Optionee”). WITNESSETH: WHEREAS, the Bit Digital, Inc. 2025 Om

As filed with the Securities and Exchange Commission on July 3, 2025

As filed with the Securities and Exchange Commission on July 3, 2025 Registration No.

Form of Incentive Share Option Agreement

Exhibit 4.2 FORM OF INCENTIVE SHARE OPTION AGREEMENT THIS INCENTIVE SHARE OPTION AGREEMENT is made as of [GRANT DATE], by and between Bit Digital, Inc., a Cayman Islands exempted company having its principal executive offices at 31 Hudson Yards, 11th Floor, New York, NY 10001 (the “Grantor”), and [NAME], an individual residing at [ADDRESS] (the “Optionee”). WITNESSETH: WHEREAS, the Bit Digital, In

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Bit Digital, Inc.

Form of Restricted Share Unit

Exhibit 4.4 BIT DIGITAL, INC. RESTRICTED SHARE UNIT AWARD AGREEMENT (2025 OMNIBUS EQUITY INCENTIVE PLAN) This Restricted Share Unit Award Agreement (the “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Bit Digital, Inc., an exempted company limited by shares and incorporated under the laws of the Cayman Islands (the “Company”), and [NAME

Form of Incentive Share Option Agreement

Exhibit 4.2 FORM OF INCENTIVE SHARE OPTION AGREEMENT THIS INCENTIVE SHARE OPTION AGREEMENT is made as of [GRANT DATE], by and between Bit Digital, Inc., a Cayman Islands exempted company having its principal executive offices at 31 Hudson Yards, 11th Floor, New York, NY 10001 (the “Grantor”), and [NAME], an individual residing at [ADDRESS] (the “Optionee”). WITNESSETH: WHEREAS, the Bit Digital, In

Form of Non-Statutory Share Option Agreement

Exhibit 4.3 Form of NON-STATUTORY SHARE OPTION AGREEMENT THIS NON-STATUTORY SHARE OPTION AGREEMENT is made as of , 2025, by and between Bit Digital, Inc., a Cayman Islands exempted company, having its principal executive offices at 31 Hudson Yards, 11th Floor, New York, NY 10001 (the “Grantor”), and , an individual residing at [] (the “Optionee”). WITNESSETH: WHEREAS, the Bit Digital, Inc. 2025 Om

As filed with the Securities and Exchange Commission on July 2, 2025

As filed with the Securities and Exchange Commission on July 2, 2025 Registration No.

Underwriting Agreement, dated June 25, 2025, between Bit Digital, Inc. and B. Riley Securities, Inc., as the sole book-running manager and representative of the underwriters.

Exhibit 1.1 75,000,000 Shares BIT DIGITAL, INC. ORDINARY SHARES, $0.01 PAR VALUE UNDERWRITING AGREEMENT June 25, 2025 June 25, 2025 B. Riley Securities, Inc. 1300 17th St. N, Suite 1300 Arlington, VA 22209 as Representative of the several Underwriters Ladies and Gentlemen: Bit Digital, Inc., a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several Underwriters n

Bit Digital, Inc. Announces Commencement of Public Offering of its Ordinary Shares

Exhibit 99.1 Bit Digital, Inc. Announces Commencement of Public Offering of its Ordinary Shares NEW YORK, June 25, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”) today announced that it has commenced an underwritten public offering of its ordinary shares. All of the ordinary shares to be sold in the proposed offering will be offered by the Company. There can

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 Bit Digital, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

Bit Digital, Inc. Announces Pricing of Public Offering of its Ordinary Shares

Exhibit 99.2 Bit Digital, Inc. Announces Pricing of Public Offering of its Ordinary Shares NEW YORK, June 26, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), today announced the pricing of an underwritten public offering of 75,000,000 ordinary shares at a public offering price of $2.00 per share. The aggregate gross proceeds to the Company from the offering,

75,000,000 Ordinary Shares Bit Digital, Inc.

Filed Pursuant to Rule 424(b)(5) Registration Statement No.: 333-286841 PROSPECTUS SUPPLEMENT (to Prospectus dated June 20, 2025) 75,000,000 Ordinary Shares Bit Digital, Inc. We are offering 75,000,000 of our ordinary shares, par value $.01 (“ordinary shares”), pursuant to this prospectus supplement and the accompanying prospectus. Sam Tabar, our Chief Executive Officer, Brock Pierce, a member of

Bit Digital, Inc. Announces Confidential Submission of Draft Registration Statement for Proposed Initial Public Offering of WhiteFiber Inc.

Exhibit 99.1 Bit Digital, Inc. Announces Confidential Submission of Draft Registration Statement for Proposed Initial Public Offering of WhiteFiber Inc. NEW YORK, June 25, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), today announced that its wholly-owned HPC subsidiary, WhiteFiber Inc. (“WhiteFiber”), has confidentially submitted a draft registration state

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 18, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 18, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission Fi

Bit Digital Inc. Announces Strategic Shift to Ethereum Treasury and Staking Operations

Exhibit 99.2 Bit Digital Inc. Announces Strategic Shift to Ethereum Treasury and Staking Operations NEW YORK, June 25, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), today announced that it has initiated a strategic transition to become a pure play Ethereum (“ETH”) staking and treasury company. The Company began accumulating ETH and operating staking infrast

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 Bit Digital, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2025 Bit Digital, Inc. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

SUBJECT TO COMPLETION, DATED JUNE 25, 2025

424B5 1 ea0246878-424b5bitdigital.htm PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(5) Registration Statement No.: 333-286841 The information contained in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not a solic

As filed with the Securities and Exchange Commission on June 18, 2025

As filed with the Securities and Exchange Commission on June 18, 2025 Registration No.

BIT DIGITAL, INC. 31 Hudson Yards, 11th Floor New York, NY 10001 June 17, 2025

BIT DIGITAL, INC. 31 Hudson Yards, 11th Floor New York, NY 10001 June 17, 2025 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Ms. Sonia Bednarowski Re: Bit Digital, Inc. Amendment No. 1 to Form S-3 Registration Statement File No. 333-286841 Dear Ms. Bednarowski: Pursuant to Rule 461 promulgated under the Securities Act of 1933,

LETTER

June 17, 2025 Erke Huang Chief Financial Officer Bit Digital, Inc 31 Hudson Yards, Floor 11 New York, NY 10001 Re: Bit Digital, Inc Form 10-K for Fiscal Year Ended December 31, 2024 File No.

Form of Indenture Relating to the Company’s Debt Securities*

Exhibit 4.14 INDENTURE BIT DIGITAL, INC. and [] Trustee Dated as of , 20 TABLE OF CONTENTS Article I Definitions and Incorporation by Reference 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 3 Section 1.3 Incorporation by Reference of Trust Indenture Act 4 Section 1.4 Rules of Construction 4 Article II The Securities 5 Section 2.1 Issuable in Series 5 Section 2.2 Establishment of Terms

DAVIDOFF HUTCHER & CITRON LLP ATTORNEYS AT LAW 605 THIRD AVENUE NEW YORK, NEW YORK 10158 TEL: (212) 557-7200 FAX: (212) 266-1884

DAVIDOFF HUTCHER & CITRON LLP ATTORNEYS AT LAW 605 THIRD AVENUE NEW YORK, NEW YORK 10158 TEL: (212) 557-7200 FAX: (212) 266-1884 WWW.

As filed with the Securities and Exchange Commission on June 11, 2025

As filed with the Securities and Exchange Commission on June 11, 2025 Registration No.

June 9, 2025

WRITER’S DIRECT: (646) 428-3282 E-MAIL ADDRESS: [email protected] June 9, 2025 VIA Edgar Correspondence Mr. David Irving Mr. Mark Brunhofer Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street NE Washington DC 20549 Re: Bit Digital, Inc. Form 10-K for Fiscal Year Ended December 31, 2024 File No. 001-38421 Gentlemen: On behalf of our client, Bit Digital, Inc., a Cayma

Amendment to Real Estate Purchase and Sale Agreement dated as of May 19, 2025, by and between Enovum NC-1 Bidco, LLC and Unifi Manufacturing, Inc. Certain portions of this exhibit have been redacted in accordance with Item 601(b)(10) of Regulation S-K.

Exhibit 10.2 AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT THIS AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT (this “Amendment”) is made and entered into as of May 19, 2025 (the “Amendment Effective Date”), between UNIFI MANUFACTURING, INC., a North Carolina corporation (“Seller”), and ENOVUM NC-1 BIDCO, LLC, a Delaware limited liability company (“Buyer”) (Buyer and Seller are referr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 20, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 20, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 001-38421 BIT DIGITAL, INC. (Exact name of registrant

LETTER

May 6, 2025 Erke Huang Chief Financial Officer Bit Digital, Inc 31 Hudson Yards, Floor 11 New York, NY 10001 Re: Bit Digital, Inc Form 10-K for Fiscal Year Ended December 31, 2024 File No.

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Bit Digital, Inc. (Exact Name of Registrant as Specified in its Charter) N/A (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering

As filed with the Securities and Exchange Commission on April 29, 2025

As filed with the Securities and Exchange Commission on April 29, 2025 Registration No.

At the Market Offering Agreement dated April 29, 2025 between Bit Digital, Inc. and H.C. Wainwright & Co. LLC*

Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT April 29, 2025 H.C. Wainwright & Co., LLC 430 Park Avenue New York, NY 10022 Ladies and Gentlemen: Bit Digital, Inc., a Cayman Islands corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in this Agreement and any Terms Agreemen

Purchase Agreement dated as of April 10, 2025, by and between Enovum Data Centers and Unifi Manufacturing, Inc.(3)

Exhibit 10.1 REAL ESTATE PURCHASE AND SALE AGREEMENT THIS REAL ESTATE PURCHASE AND SALE AGREEMENT (the “Agreement”) is made and entered into as of the 10th day of April, 2025 (the “Effective Date”) by and between Unifi Manufacturing, Inc., a North Carolina corporation (the “Seller”), and ENOVUM DATA CENTERS CORP., a Canadian corporation and its permitted assigns (the “Buyer”) (Buyer and Seller are

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 10, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 10, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

MTL-3 Lease agreement dated April 10, 2025(2)

Exhibit 10.1 EXECUTION VERSION LEASE AGREEMENT ENTERED INTO ON APRIL 10, 2025 (the “Lease”). BETWEEN: 9523-9984 QUÉBEC INC., legal person duly constituted under the laws of the Province of Québec, having its head office at 200-1170 place du Frère-André, Montréal, Province of Québec, H3B 3C6, represented by William Lande, its President, Secretary and Treasurer, duly authorized as he so declares; (t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 10, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 10, 2025 BIT DIGITAL, INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

Bit Digital, Inc. Secures Site for New Tier 3 Data Center to Support Cerebras Colocation Contract

Exhibit 99.1 Bit Digital, Inc. Secures Site for New Tier 3 Data Center to Support Cerebras Colocation Contract NEW YORK, April 11, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) ("Bit Digital" or the "Company") announced today that it has secured the rights to a new data center site in Saint-Jérôme, Québec (“MTL-3”), which is under development and will support the previously announced 5MW co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ––––––––––––––––––––––––––––––––––––– SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ––––––––––––––––––––––––––––––––––––– SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 001-38421 BIT DIGITAL, INC. (Exact name of registrant as s

Bit Digital, Inc. Announces Fiscal Year 2024 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Fiscal Year 2024 Financial Results NEW YORK, March 14, 2025 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York City, today announced its financial results for Fiscal Year 2024. In conjunction with the Company’s transit

Share Purchase Agreement dated October 11, 2024, by and among the Sellers, certain affiliates of the Sellers, the Sellers’ Representatives and 16428380 Canada Inc., a wholly-owned subsidiary of the Issuer. The names of the Sellers, affiliates of the Sellers, Sellers’ Representatives, certain other matters and all exhibits and schedules to this Securities Purchase Agreement have been omitted and are available upon request of the SEC.(4)

Exhibit 10.18 SHARE PURCHASE AGREEMENT BY AND AMONG SELLERS - and - THE SELLERS’ REPRESENTATIVES - and - - and - - and - - and -   - and - 16428380 CANADA INC. October 11, 2024 TABLE OF CONTENTS SHARE PURCHASE AGREEMENT 1 ARTICLE 1 DEFINITIONS AND INTERPRETATION 3 1.1 Defined Terms 3 1.2 Rules of Construction 19 1.3 Entire Agreement 20 1.4 Governing Law 20 1.5 Severability 20 1.6 Accounting Princi

Lease dated March 19, 2020 by and between Bedford Storage Limited Partnership and NWorks Management Corp. (19)

Exhibit 10.16 BETWEEN: AND - LEASE BEDFORD STORAGE MMITED PARTNERSHIP, a limited paMarship duly constituted undo the laws of Ontario, having its head office al 266 Klng Skeet Wem, Suite 405 , Toronto, Ontarlo, MSV 1 H 8 , herein acting and represented by its general paMer . Bedford SailStorage Corporation, a corporatlon duly consti \ utad pursuanc to the laws of Ontarlo, having its head office at

List of Subsidiaries(19)

Exhibit 21 SUBSIDIARIES OF THE REGISTRANT NAME JURISDICTION OWNERSHIP Bit Digital USA, Inc.

FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 14, 2025

FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 14, 2025 BIT DIGITAL, INC.

First Amendment dated as of February 1, 2021, Second Amendment dated as of March 25, 2022 and Landlord’s Consent to Assign Lease dated March 12, 2024*

Exhibit 10.17 FIRST LEASE AMENDING AGREEMENT DATED AS OF: February 1st, 2021 BETWEEN: AND: PREAMBLE WHEREAS by a lease (the "Lease") signed on March 19 , 2020 by the Landlord, and on March 16 , 2020 by the Tenant, the Tenant leased from the Landlord certain premises having a rentable area of approximately sixty - four thousand six hundred forty - two ( 64 , 642 ) square feet (the "Premises"), loca

FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 12, 2025

FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 12, 2025 BIT DIGITAL, INC.

Bit Digital is a global platform for high - performance computing (HPC) infrastructure and digital asset production Feb 2025 Key Investment Considerations Diversified Revenue Model Diversified revenue model across HPC colocation, GPU cloud services,

Exhibit 99.1 Bit Digital is a global platform for high - performance computing (HPC) infrastructure and digital asset production Feb 2025 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under "Risk Factors" in Item 3.D of our Annual Report on Form 20 -

FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 10, 2025

FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 10, 2025 BIT DIGITAL INC.

Agreement of Purchase and Sale of 7330 Trans-Canada Highway, Point-Claire, Quebec, Canada. Schedules have been omitted and are available upon request.(18)

Exhibit 10.1 ARE-CANADA NO. 5 HOLDINGS, ULC as Vendor - and - ENOVUM DATA CENTERS MTL II, L.P. as Purchaser AGREEMENT OF PURCHASE AND SALE SALE OF 7300 Trans-Canada Highway, Point-Claire, Quebec Dated as of December 23rd, 2024 Agreement of Purchase and Sale Sale of 7300 Trans-Canada Highway, Point-Claire Page i TABLE OF CONTENTS Article 1 Interpretation 1 Section 1.1 Definitions 1 Section 1.2 Sche

Bit Digital, Inc. Acquires Another Metropolitan Site for Tier-3 Data Center Expansion

Exhibit 99.1 Bit Digital, Inc. Acquires Another Metropolitan Site for Tier-3 Data Center Expansion NEW YORK, December 30, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York, announced today that is has acquired the real estate and buildi

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 27, 2024 BIT DIGITAL INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 1, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 1, 2025 BIT DIGITAL INC. (Exact name of registrant as specified in its charter) Cayman Islands 001-38421 98-1606989 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 31 Hudson Yards, Floor 11, New York, NY 10001 (Address of principal executive o

Bit Digital is a global platform for high - performance computing (HPC) infrastructure and digital asset production Nov 2024 AI / HPC Data Center MW Online 4 MW Total P i p e li n e 1 280+ MW The New Bit Digital Bridging Digital Infrastructure and As

Exhibit 99.1 Bit Digital is a global platform for high - performance computing (HPC) infrastructure and digital asset production Nov 2024 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under "Risk Factors" in Item 3.D of our Annual Report on Form 20 -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number 001-38421 B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 Commission File Number 001-38421 BIT DIGITAL, INC.

Bit Digital, Inc. Announces Third Quarter of Fiscal Year 2024 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Third Quarter of Fiscal Year 2024 Financial Results NEW YORK, November 18, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York City, today announced its unaudited financial results for the Third Quarter ended Septe

BTBT / Bit Digital, Inc. / BlackRock, Inc. Passive Investment

kyg1144a1058110824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) Bit Digital, Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) BMH6DN8 - (SEDOL Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

BTBT / Bit Digital, Inc. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Bit Digital Inc (Name of Issuer) Common Stock (Title of Class of Securities) G1144A105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 31 Hudson Yards, 11th Floor, New York, NY 10001 (Address of principal executive

Amended and Restated Articles of Association (4)

Exhibit 1.1

BTBT / Bit Digital, Inc. / BlackRock, Inc. Passive Investment

SC 13G/A 1 kyg1144a1058102224.txt kyg1144a1058102224.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) Bit Digital, Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) BMH6DN8 - (SEDOL Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 31 Hudson Yards, 11th Floor, New York, NY 10001 (Address of principal executive

Share Purchase Agreement dated October 11, 2024, by and among the Sellers, certain affiliates of the Sellers, the Sellers’ Representatives and 16428380 Canada Inc.(1)

Exhibit 10.1 SHARE PURCHASE AGREEMENT BY AND AMONG SELLERS - and - THE SELLERS’ REPRESENTATIVES - and - - and - - and - - and -   - and - 16428380 CANADA INC. October 11, 2024 TABLE OF CONTENTS SHARE PURCHASE AGREEMENT 1 ARTICLE 1 DEFINITIONS AND INTERPRETATION 3 1.1 Defined Terms 3 1.2 Rules of Construction 19 1.3 Entire Agreement 20 1.4 Governing Law 20 1.5 Severability 20 1.6 Accounting Princip

2

Exhibit 99.2 Bit Digital, Inc. Vertically Integrates, Acquiring Tier 3 HPC Datacenter Company; 280+ MW Pipeline in Major Metropolitan Areas NEW YORK, October 14, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a sustainable platform for digital assets and artificial intelligence (“AI”) infrastructure headquartered in New York, announced today that it has acqu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number 001-38421 BI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number 001-38421 BIT DIGITAL, INC.

Transformative acquisition of Enovum Data Centers vertically integrates Bit Digital’s AI / HPC infrastructure offerings October 14, 2024 Investing in our securities involves a high degree of risk. Before making an investment decision, you should care

Exhibit 99.1 Transformative acquisition of Enovum Data Centers vertically integrates Bit Digital’s AI / HPC infrastructure offerings October 14, 2024 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 3.D of our Annual Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 31 Hudson Yards, 11th Floor New York, New York 10001 (Address of principal execu

Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2024 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2024 Financial Results NEW YORK, August 19, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a sustainable platform for digital assets and artificial intelligence (“AI”) infrastructure headquartered in New York City, today announced its unaudited financial results for the Second Quarter ended June 30, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 31 Hudson Yards, Floor 11, New York, NY 10001 (Address of principal executive off

BIT DIGITAL, INC. 31 Hudson Yards, Floor 11 New York, N.Y., 10001 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on September 25, 2024

Exhibit 99.1 BIT DIGITAL, INC. 31 Hudson Yards, Floor 11 New York, N.Y., 10001 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on September 25, 2024 To the Shareholders of Bit Digital, Inc.: Notice is hereby given that the 2024 Annual General Meeting of the Shareholders (the “Annual Meeting”) of Bit Digital, Inc. (the “Company”) will be held on September 25, 2024 at 9:00 a.m. at the Company’s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 31 Hudson Yards, Floor 11, New York, NY 10001 (Address of principal executive off

BIT DIGITAL, INC. TABLE OF CONTENTS

Exhibit 99.2 BIT DIGITAL, INC. TABLE OF CONTENTS Page No. PROXY STATEMENT 1 VOTING SECURITIES 2 VOTING PROCEDURES 3 ELECTION OF DIRECTORS (PROPOSAL NO. 1) 4 EXECUTIVE OFFICERS 5 THE BOARD AND BOARD COMMITTEES 6 REPORT OF THE AUDIT COMMITTEE 8 EXECUTIVE COMPENSATION 10 PRINCIPAL SHAREHOLDERS 14 RELATED PARTY TRANSACTION 15 Approval of an amendment to the company’s AMENDED AND RESTATED ARTICLES OF A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38421

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indicat

Bit Digital, Inc. Announces First Quarter of Fiscal Year 2024 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces First Quarter of Fiscal Year 2024 Financial Results NEW YORK, May 15, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a sustainable platform for digital assets and artificial intelligence (“AI”) infrastructure headquartered in New York City, today announced its unaudited financial results for the First Quarter ended March 31, 2024. Fin

CT ORDER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION May 8, 2024 ORDER GRANTING CONFIDENTIAL TREATMENT UNDER THE SECURITIES EXCHANGE ACT OF 1934 Bit Digital, Inc.

As filed with the Securities and Exchange Commission on March 25, 2024

As filed with the Securities and Exchange Commission on March 25, 2024 Registration No.

BIT DIGITAL, INC. 33 Irving Place New York, NY 10003

BIT DIGITAL, INC. 33 Irving Place New York, NY 10003 March 21, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Bit Digital, Inc. (the “Company”) Withdrawal of Registration Withdrawal Request Previously Made on Form RW (File No. 333-258330) Ladies and Gentlemen: We have determined that the registration withdrawal request

BIT DIGITAL INC. 33 Irving Place New York, NY 10003 March 19, 2024

BIT DIGITAL INC. 33 Irving Place New York, NY 10003 March 19, 2024 Via Edgar Correspondence Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-3628 RE: Bit Digital Inc. Registration Statement on Form F-3, File No. 333-258330 Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), Bit Dig

Rights of Ordinary Shareholders(16)

Exhibit 2.1 Bit Digital, Inc. Description of Securities Registered under Section 12 of the Exchange Act As of March 1, 2024, Bit Digital, Inc. (the “Company”) had the following securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 (the “Exchange Act”): Title of each class Trading Symbol(s) Name of each exchange on which registered Ordinary Shares BTBT Nasdaq Capita

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Samir Tabar, certify that: 1. I have reviewed this Annual Report on Form 20-F of Bit Digital, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a materi

Director Agreement dated as of October 13, 2023 by and between the Registrant and Bill Jiashu Xiong(16)

Exhibit 4.24 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is made as of this 13th day of October 2023 (the “Agreement”), by and between Bit Digital, Inc., a company organized under the laws of the Cayman Islands (the “Company”) and Bill Jiashu Xiong, an individual with his principal address at 3207-4880 BENNETT ST, BURNABY, BRITISH COLUMBIA, CANADA V5H4J9 (the “Director”). WHEREAS, the Company wishe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

Bit Digital, Inc. Announces Fiscal Year 2023 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Fiscal Year 2023 Financial Results NEW YORK, March 18, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a sustainable platform for digital assets and artificial intelligence (“AI”) infrastructure headquartered in New York City, announced that it filed its annual report on Form 20-F for the fiscal year ended December 31, 2023, with the U

CFO Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

Exhibit 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Bit Digital, Inc. (the “Registrant”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned c

CEO Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Bit Digital, Inc. (the “Registrant”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned c

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-3842

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indic

Independent Director Agreement dated as of December 8, 2023 by and between the Registrant and Ichi Shih(16)

Exhibit 4.15 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is made as of this 8th day of December 2023 (the “Agreement”), by and between Bit Digital, Inc., a company organized under the laws of the Cayman Islands (the “Company”) and Ichi Shih, an individual with her principal address at 20 Nongan St Apt 4-23, Zhongshan District, Taipei, Taiwan 10460 (the “Director”). WHEREAS, the Company wishes to re

Confidential Negotiated Separation Agreement and General Release dated as of March 13, 2023 (effective March 31, 2023) by and between the Registrant and Bryan Bullett(16)

Exhibit 4.23 CONFIDENTIAL NEGOTIATED SEPARATION AGREEMENT AND GENERAL RELEASE This Confidential Negotiated Separation Agreement and General Release (the “Agreement and General Release”) dated as of March 13, 2023 is entered into between Bryan Bullett, with an address at 326 Allen Street, Hudson, New York 12534 and his heirs, executors, administrators, successors and assigns (collectively referred

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Erke Huang, certify that: 1. I have reviewed this Annual Report on Form 20-F of Bit Digital, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a materia

BIT DIGITAL, INC. 5,000,000 ORDINARY SHARES

Filed pursuant to Rule 424(b)(3) Registration No. 333-276955 PROSPECTUS BIT DIGITAL, INC. 5,000,000 ORDINARY SHARES This prospectus relates to the reoffer and resale of 5,000,000 Ordinary Shares, par value $0.01 per share, of Bit Digital, Inc., a Cayman Islands company (“Bit Digital,” the “Company,” “we,” “us,” or “our”), that have been or will be acquired by certain persons (collectively referred

BTBT / Bit Digital, Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 kyg1144a1058030624.txt kyg1144a1058030624.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) Bit Digital, Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) BMH6DN8 - (SEDOL Number) February 29, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

As filed with the Securities and Exchange Commission on February 23, 2024

As filed with the Securities and Exchange Commission on February 23, 2024 Registration No.

JOINT FILING AGREEMENT

EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd., as the ultimate parent company of each of its undersigned subsidiarie

BTBT / Bit Digital, Inc. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Bit Digital Inc (Name of Issuer) Common Stock (Title of Class of Securities) G1144A105 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

BTBT / Bit Digital, Inc. / BlackRock Inc. Passive Investment

kyg1144a1058020824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Bit Digital, Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) BMH6DN8 - (SEDOL Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

As filed with the Securities and Exchange Commission on February 8, 2024

As filed with the Securities and Exchange Commission on February 8, 2024 Registration No.

Form of Incentive Share Option Agreement

Exhibit 4.2 FORM OF INCENTIVE SHARE OPTION AGREEMENT THIS INCENTIVE SHARE OPTION AGREEMENT is made as of [GRANT DATE], by and between Bit Digital, Inc., a Cayman Islands exempted company having its principal executive offices at 33 Irving Place, New York, NY 10003 (the “Grantor”), and [NAME], an individual residing at [ADDRESS] (the “Optionee”). WITNESSETH: WHEREAS, the Bit Digital, Inc. 2023 Omni

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Bit Digital, Inc.

Form of Non-Statutory Share Option Agreement

Exhibit 4.3 Form of NON-STATUTORY SHARE OPTION AGREEMENT THIS NON-STATUTORY SHARE OPTION AGREEMENT is made as of , 2023, by and between Bit Digital, Inc., a Cayman Islands exempted company, having its principal executive offices at 33 Irving Place, New York, NY 10003 (the “Grantor”), and , an individual residing at [] (the “Optionee”). WITNESSETH: WHEREAS, the Bit Digital, Inc. 2023 Omnibus Equity

Form of Restricted Share Unit

Exhibit 4.4 BIT DIGITAL, INC. RESTRICTED SHARE UNIT AWARD AGREEMENT (2023 OMNIBUS EQUITY INCENTIVE PLAN) This Restricted Share Unit Award Agreement (the “Award Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A, is entered into between Bit Digital, Inc., an exempted company limited by shares and incorporated under the laws of the Cayman Islands (the “Company”), and [NAME

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

Omnibus Amendment to and Novation of Master Services Agreement and Purchase Order (Exhibits to the Agreement have been omitted and are available upon request of the SEC)*

Exhibit 4.1

Bit Digital, Inc. Announces Upsized Customer Contract for Bit Digital AI

Exhibit 99.1 Bit Digital, Inc. Announces Upsized Customer Contract for Bit Digital AI NEW YORK, Jan. 10, 2024 /PRNewswire/ — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a sustainable platform for digital assets and artificial intelligence (“AI”) infrastructure headquartered in New York City, is pleased to announce that it has increased the scope of its contract with its firs

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

Master Services Agreement and Purchase Order (Exhibits to the Agreement have been omitted and are available upon request of the SEC)*

Exhibit 4.2

Bit Digital, Inc. Announces Commencement of Revenue Generation for Inaugural AI Contract

Exhibit 99.2 Bit Digital, Inc. Announces Commencement of Revenue Generation for Inaugural AI Contract NEW YORK, January 23, 2024 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a sustainable platform for digital assets and artificial intelligence (“AI”) infrastructure headquartered in New York City, is pleased to announce that its customer contract for its Bit Dig

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2024 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

Gender Identity

Exhibit 99.1 Board Diversity Matrix Bit Digital, Inc. Country of Principal Executive Offices United States Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No As of 12/31/2022 As of 12/31/2023 Total Number of Directors 5 5 Gender Identity Female Male Non- Binary Did Not Disclose Gender Female Male Non- Binary Did Not Disclose Gender Directors 1 4 0 0 1 4 0 0 Demographic Back

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

Bit Digital is a sustainable platform for digital asset production and AI infrastructure December 2023 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertai

Exhibit 99.1 Bit Digital is a sustainable platform for digital asset production and AI infrastructure December 2023 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 3.D of our Annual Report on Form 20 - F for the fiscal year

Clawback Policy

Exhibit 4.1 Bit Digital, Inc. (“the Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore adopted this p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

Bit Digital is a sustainable platform for digital asset production and AI infrastructure November 2023 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertai

Exhibit 99.1 Bit Digital is a sustainable platform for digital asset production and AI infrastructure November 2023 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 3.D of our Annual Report on Form 20 - F for the fiscal year

Bit Digital, Inc. Announces Third Quarter of Fiscal Year 2023 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Third Quarter of Fiscal Year 2023 Financial Results NEW YORK, November 14, 2023 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a sustainable digital infrastructure platform for digital assets and artificial intelligence (“AI”), headquartered in New York City, today announced its unaudited financial results for the Third Quarter ended Septe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) I

Bit Digital is an American sustainability - focused generator of digital assets September 2023 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties an

Exhibit 99.1 Bit Digital is an American sustainability - focused generator of digital assets September 2023 Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 3.D of our Annual Report on Form 20 - F for the fiscal year ended D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) I

BIT DIGITAL, INC. TABLE OF CONTENTS

Exhibit 99.2 BIT DIGITAL, INC. TABLE OF CONTENTS Page No. PROXY STATEMENT 1 ELECTION OF DIRECTORS (PROPOSAL NO. 1) 4 THE BOARD AND BOARD COMMITTEES 6 REPORT OF THE AUDIT COMMITTEE 8 EXECUTIVE COMPENSATION 11 PRINCIPAL SHAREHOLDERS 14 Approval of the 2023 Omnibus Equity Incentive Plan (PROPOSAL NO. 2) 16 RATIFication of THE APPOINTMENT OF THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

BIT DIGITAL, INC. 33 Irving Place New York, N.Y., 10003 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on September 20, 2023

Exhibit 99.1 BIT DIGITAL, INC. 33 Irving Place New York, N.Y., 10003 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To be held on September 20, 2023 To the Shareholders of Bit Digital, Inc.: Notice is hereby given that the 2023 Annual General Meeting of the Shareholders (the “Annual Meeting”) of Bit Digital, Inc. (the “Company”) will be held on September 20, 2023 at 9:00 a.m. at the Company’s principal

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indi

WITHDRAWAL OF REGISTRATION STATEMENT FORM F-3 FILE NO. 333-266746

WITHDRAWAL OF REGISTRATION STATEMENT FORM F-3 FILE NO. 333-266746 August 23, 2023 Via Edgar Correspondence Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Bit Digital, Inc. Registration Statement on Form F-3, File No. 333-266746 Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securitie

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K/A REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

Bit Digital press release dated August 15, 2023, titled “Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2023 Financial Results”

Exhibit 99.1 Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2023 Financial Results NEW YORK, August 15, 2023 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a digital asset mining company headquartered in New York City, today announced its unaudited financial results for the second quarter ended June 30, 2023. Financial Highlights for the Second Quarter 2023 ● Total rev

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-384

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indi

Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2023 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2023 Financial Results NEW YORK, August 15, 2023 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a digital asset mining company headquartered in New York City, today announced its unaudited financial results for the second quarter ended June 30, 2023. Financial Highlights for the Second Quarter 2023 ● Total rev

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38421

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indica

EX-99.1

1 1 June 2023 Bit Digital is an American sustainability-focused generator of digital assets2 2 Investing in our securities involves a high degree of risk.

EX-99.1

1 1 June 2023 Bit Digital is an American sustainability-focused generator of digital assets2 2 Investing in our securities involves a high degree of risk.

EX-99.1

1 1 June 2023 Bit Digital is an American sustainability-focused generator of digital assets2 2 Investing in our securities involves a high degree of risk.

Bit Digital investor presentation dated June 2023, titled “Bit Digital is an American sustainability-focused generator of digital assets”

Exhibit 99.1

Bit Digital, Inc. Announces First Quarter of Fiscal Year 2023 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces First Quarter of Fiscal Year 2023 Financial Results NEW YORK, June 12, 2023 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a digital asset mining company headquartered in New York City, today announced its unaudited financial results for the first quarter ended March 31, 2023. Financial Highlights for the First Quarter 2023 ● Total revenue

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38421

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indica

Form 20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O

CFO Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

EXHIBIT 13.2 CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Bit Digital, Inc. (the “Registrant”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned c

Employment Agreement dated as of March 31, 2021 by and between the Registrant and Sam Tabar, as amended as of January 1, 2022 and as of March 31, 2023(14)

Exhibit 4.21 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is entered into effective as of March 31, 2021 (the “Effective Date”) by and between Bit Digital, Inc., incorporated under the laws of the Cayman Islands (the “Company”), and Sam Tabar (“Executive”). For purposes of this Agreement, the Company and Executive are each a “party” and, collectively, the “parties”. In consideratio

Employment Agreement dated as of October 28, 2022 by and between the Registrant and Erke Huang as amended on March 10, 2023(14)

Exhibit 4.12 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of October 28, 2022 (the “Effective Date”), by and between, Bit Digital, Inc, incorporated under the laws of Cayman Islands (the “Company”), and Erke Huang, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein

CEO Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

Exhibit 13.1 CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Bit Digital, Inc. (the “Registrant”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned c

Insider Trading Policy*

Exhibit 11(b) BIT DIGITAL, INC. INSIDER TRADING POLICY Policy Statement: All, directors, officers and employees (collectively, “Insiders”) of Bit Digital, Inc. (the “Company”) are prohibited from buying and selling securities of the Company and, and advising others who may buy or sell securities of the Company, when such persons are in possession of material, nonpublic information regarding the Co

CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

Exhibit 12.2 CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Erke Huang, certify that: 1. I have reviewed this Annual Report on Form 20-F of Bit Digital, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a materia

Director Agreement dated as of October 28, 2022 by and between the Registrant and Erke Huang(14)

Exhibit 4.13 DIRECTOR AGREEMENT This DIRECTOR AGREEMENT is made as of this 28th day of October 2022 (the “Agreement”), by and between Bit Digital, Inc., under the laws of the Cayman Islands (the “Company”) and Erke Huang (the “Director”). WHEREAS, the Company wishes to appoint the Director as an executive member of the Board of Directors of the Company and enter into an agreement with the Director

Code of Ethics(19)

Exhibit 11(a) CODE OF ETHICS FOR OFFICERS, DIRECTORS AND EMPLOYEES OF BIT DIGITAL, INC.

CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

Exhibit 12.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO EXCHANGE ACT RULE 13A-14(A)/15D-14(A) AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Samir Tabar, certify that: 1. I have reviewed this Annual Report on Form 20-F of Bit Digital, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a materi

Employment Agreement dated as of March 31, 2021 by and between the Registrant and Bryan Bullett, as amended as of January 6, 2022*

Exhibit 4.22 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is entered into effective as of March 31, 2021 (the “Effective Date”) by and between Bit Digital, Inc., incorporated under the laws of the Cayman Islands (the “Company”), and Bryan Bullett (“Executive”). For purposes of this Agreement, the Company and Executive are each a “party” and, collectively, the “parties”. In consider

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3842

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indic

1 1 April 2023 Bit Digital is an American sustainability - focused generator of digital assets Investing in our securities involves a high degree of risk . Before making an investment decision, you should carefully consider the risks, uncertainties a

Exhibit 99.1 1 1 April 2023 Bit Digital is an American sustainability - focused generator of digital assets Investing in our securities involves a high degree of risk . Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under “Risk Factors” in Item 3 . D of our most recent Annual Report on Form 20 - F for the fisc

LETTER

United States securities and exchange commission logo April 13, 2023 Erke Huang Chief Financial Officer Bit Digital, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-3842

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indic

BIT DIGITAL INC. 33 Irving Place New York, New York 10003

BIT DIGITAL INC. 33 Irving Place New York, New York 10003 April 4, 2023 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St NW Washington, D.C. 20549 Attn: William Schroeder Re: Bit Digital, Inc. Form 20-F Filed April 15, 2022 Form 6-K Filed August 30, 2022 / File No. 001-38421 Ladies and Gentlemen: Bit Digital Inc. (the “Company”) is responding to the Staff’s Comment

Bit Digital Announces Strategic Executive Leadership Realignment, Advisory Board and Strategic Priorities for 2023

Exhibit 99.1 Bit Digital Announces Strategic Executive Leadership Realignment, Advisory Board and Strategic Priorities for 2023 NEW YORK, March 22, 2023 /PRNewswire/ — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a digital asset mining company headquartered in New York, today announced a strategic realignment of its executive leadership team. The move is expected to best posi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-3842

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indic

LETTER

United States securities and exchange commission logo February 22, 2023 Erke Huang Chief Financial Officer Bit Digital, Inc.

BTBT / Bit Digital Inc / ARMISTICE CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

BTBT / Bit Digital Inc / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Bit Digital Inc (Name of Issuer) Common Stock (Title of Class of Securities) G1144A105 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

BTBT / Bit Digital Inc / Geney Development Ltd - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment

SC 13D/A 1 ea172700-13da2geneybitdigit.htm AMENDMENT NO. 2 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Bit Digital, Inc. (Name of Issuer) Ordinary Shares, $.01 par value (Title of Class of Securities) G1144A105 (CUSIP Number) Elliot Lutzker, Davidoff, Hutcher & Citron LLP 605 Third

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

BTBT / Bit Digital Inc / SABBY MANAGEMENT, LLC - SABBY 13GA BTBT 1.10.23 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

Bit Digital, Inc. Announces Third Quarter of Fiscal Year 2022 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Third Quarter of Fiscal Year 2022 Financial Results NEW YORK, December 7, 2022 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a digital asset mining company headquartered in New York City, today announced its unaudited financial results for the third quarter ended September 30, 2022. Financial Highlights for the Third Quarter 2022 ● Bitcoi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2022 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) In

BIT DIGITAL INC. 33 Irving Place New York, New York 10003

BIT DIGITAL INC. 33 Irving Place New York, New York 10003 November 28, 2022 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F St NW Washington, D.C. 20549 Attn: William Schroeder Re: Bit Digital, Inc. Form 20-F Filed April 15, 2022 Form 6-K Filed August 30, 2022 / File No. 001-38421 Ladies and Gentlemen: Bit Digital Inc. (the “Company”) is responding to the Staff’s Comm

As filed with the Securities and Exchange Commission on November 18, 2022

As filed with the Securities and Exchange Commission on November 18, 2022 Registration No.

As filed with the Securities and Exchange Commission on October 26, 2022

As filed with the Securities and Exchange Commission on October 26, 2022 Registration No.

Bit Digital, Inc. Announces Update Related to Hosting Partner’s Operations

Exhibit 99.1 Bit Digital, Inc. Announces Update Related to Hosting Partner?s Operations NEW YORK, October 7, 2022 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) ("Bit Digital" or the "Company"), a digital asset mining company headquartered in New York, announced updates related to its hosting partner?s operations. Bit Digital received a notice (the ?Notice?) dated October 4, 2022, from the City o

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant’s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Ind

LETTER

United States securities and exchange commission logo September 22, 2022 Erke Huang Chief Financial Officer Bit Digital, Inc 33 Irving Place New York, NY 10003 Re: Bit Digital, Inc Form 20-F Filed April 15, 2022 Form 6-K Filed August 30, 2022 File No.

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant?s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) I

1 1 September 2022 Bit Digital is an American sustainability - focused generator of digital assets Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertaintie

Exhibit 99.1 1 1 September 2022 Bit Digital is an American sustainability - focused generator of digital assets Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward - looking statements described under ?Risk Factors? in Item 3.D of our most recent Annual Report on Form 20 - F for the fis

Power of Attorney (included on the signature page of this Registration Statement)**

As filed with the Securities and Exchange Commission on September 8, 2022 Registration No.

Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2022 Financial Results

Exhibit 99.1 Bit Digital, Inc. Announces Second Quarter of Fiscal Year 2022 Financial Results NEW YORK, August 30, 2022 /PRNewswire/ - Bit Digital, Inc. (Nasdaq: BTBT) (the ?Company?), a digital asset mining company headquartered in New York, today announced its unaudited financial results for the second quarter ended June 30, 2022. Financial Highlights for the Second Quarter 2022 ? Bitcoin mining

Form 6-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number: 001-38421 BIT DIGITAL, INC. (Translation of registrant?s name into English) 33 Irving Place, New York, NY 10003 (Address of principal executive offices) Indi

Calculation of Filing Fee Tables**

Exhibit 107 Calculation of Filing Fee Tables F-3 (Form Type) Bit Digital, Inc. (Exact Name of Registrant as Specified in its Charter) N/A (Translation of Registrant’s Name into English) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering

As filed with the Securities and Exchange Commission on August 10, 2022

As filed with the Securities and Exchange Commission on August 10, 2022 Registration No.