The Operator Behind BMNR: How One Fund Controls the Staking, the Board, and the Economics
Alchemy Research | April 2026 | Issue #003
Most people saw a PIPE round. I saw a pattern.
When BitMine Immersion Technologies closed its PIPE financing in July 2025, the announcement looked routine on the surface. A private placement, some new shares, moving on. But when you pull the actual SEC filings and start tracing the names, something more interesting emerges.
This isn’t a story about a fund taking a passive position. It’s a story about an operator building a long-term stake in infrastructure they intend to run.
The timeline
Let me walk you through what the filings actually show.
June 30, 2025. BMNR enters securities purchase agreements for the PIPE.
July 8, 2025. The PIPE closes. On the same day, BMNR signs a Strategic Advisor Agreement with a company called Ethereum Tower Instant LLC.
July 15, 2025. MOZAYYX UGP, LLC files its Schedule 13D. The filing reveals that MOZAYYX controls both the PIPE vehicle (MOZAYYX Tower SPV I, LP) and is the sole manager of Ethereum Tower Instant. Warrants were also issued. Reported beneficial ownership: 9.99% (3,333,333 PIPE shares plus 2,025,277 warrant shares, capped by a 9.99% blocker provision in the warrant agreement).
The filing is signed by one name: Xuan Yong, Authorized Signatory.
Who is Xuan Yong?
Yong is the co-founder and CIO of MOZAYYX. Before founding MOZAYYX, he spent his career at the intersection of finance and energy. He started as an investment banking analyst at Goldman Sachs, moved to D.E. Shaw as an investment analyst, then to Citadel under Ken Griffin, before co-founding RigUp in 2014. RigUp became an energy workforce marketplace that raised over $750 million across multiple rounds, hit a $1.9 billion valuation in 2019, and reached $2.9 billion by 2021. He has served as Executive Chairman of RigUp since 2022.
RigUp’s Series C was led by Founders Fund, Peter Thiel’s venture firm. Founders Fund also participated in the Series D and E.
Founders Fund shows up as a co-investor in the BMNR PIPE alongside MOZAYYX.
The same fund that backed RigUp from growth stage to a $2.9 billion valuation is now sitting alongside Yong in a public ETH treasury company.
Who is MOZAYYX?
MOZAYYX is a private investment firm founded in 2024 and based in Austin, Texas. It is controlled by Yong and his co-founder Matthew Gefter, both of whom appear as executive officers across MOZAYYX’s SEC filings. Their paths likely crossed at Kortright Capital, a New York-based event-driven equities fund. Yong was there from December 2010 to October 2011. Gefter arrived in August 2011.
MOZAYYX is not a passive fund. Since July 2025 they have led or participated in four public crypto treasury PIPEs totaling over $795 million in aggregate proceeds.
They led the BMNR PIPE ($250 million, Ethereum) and the Eightco Holdings PIPE ($270 million, Worldcoin). They participated as investors in MEI Pharma ($100 million, Litecoin) and CleanCore Solutions ($175 million, Dogecoin).
Two things stand out. First, MOZAYYX only takes the lead role when they also take operational control. BMNR and ORBS both came with strategic advisor agreements and warrant packages structured identically. For ORBS, MOZAYYX used an entity called Worldcoin Tower Instant LLC. Same structure, different asset.
Second, BMNR itself invested $20 million in the ORBS PIPE. The portfolio companies are co-investing in each other. MOZAYYX is not building isolated positions. It is building a network.
It goes deeper
November 11, 2025. BMNR appoints Olivia Howe as an independent director and Chair of the Compensation Committee. Her background: Chief Legal Officer and management committee member at RigUp, Inc.
December 3, 2025. Olivia Howe files her Form 3. It shows she indirectly holds 44,444 shares through MOZAYYX Tower SPV I, LP. The same vehicle that led the PIPE. The footnote is explicit: the amount reported reflects her indirect pecuniary interest through her pro rata partnership interest in the SPV.
The CLO of RigUp is on the board of BMNR, and she holds economic exposure through the same structure as the lead PIPE investor.
The operating agreement
March 24, 2026. BMNR acquires Pier Two and simultaneously enters a Management Services Agreement with Ethereum Tower LLC.
Here’s what the MSA actually grants Ethereum Tower:
An irrevocable 2% membership interest in Standard Validator LLC
A monthly revenue participation fee tied directly to BMNR’s ETH staking rewards
Day-to-day operational control over the subsidiary, including hiring, vendors, and strategy
A ten-year term, renewable by mutual agreement
The agreement is signed on behalf of Ethereum Tower LLC by Xuan Yong, Authorized Signatory.
Ethereum Tower is not receiving a flat consulting retainer. It receives a percentage of the actual ETH staking rewards BMNR generates, paid monthly. The more BMNR stakes, the more Yong’s entity earns. Their economics scale directly with the success of the operation they control.
The exit door is locked
Here’s the part most people haven’t read: BMNR cannot simply terminate this arrangement.
If BMNR chooses to end the agreement before the ten-year term expires, liquidated damages provisions kick in. The contract was structured so that walking away costs real money. And even if they did pay to exit, the 2% membership interest in Standard Validator LLC is irrevocable. Ethereum Tower keeps that stake regardless.
In other words, Yong’s entity doesn’t just have upside tied to BMNR’s staking performance. It has structural protection against being removed. The economics survive even the worst-case scenario for the relationship.
That’s not an advisor agreement. That’s a permanent seat at the table.
Why this matters
What the filings describe is not a financial sponsor waiting for an exit. It’s an operator who has structured his involvement so that his upside is tied to the operational performance of the staking business he runs, and his downside is protected by contract.
The PIPE gave MOZAYYX the position. The Strategic Advisor Agreement gave them the relationship. The board seat gave them governance exposure. The Management Services Agreement gave them operational control, a revenue stream that scales with the asset, and contractual protection against removal.
These are not coincidences in the filing calendar. They are a sequenced strategy executed by people who have done this before at scale.
Yong co-founded RigUp. Olivia Howe ran its legal function and sat on its management committee. Founders Fund backed it the whole way. Now the same group is assembled around a public ETH staking company at an early stage.
I think they know what they’re doing.
Disclosure: I hold shares of BMNR. This is not financial advice. All claims are sourced from publicly available SEC filings and press releases linked throughout this piece.