Welcome to our dedicated page for Bimini Capital SEC filings (Ticker: BMNM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Bimini Capital Management, Inc. (BMNM) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, including its Current Reports on Form 8-K and other key documents filed with the U.S. Securities and Exchange Commission. These filings explain how Bimini manages its Agency residential mortgage-backed securities portfolio, its advisory services business, and material corporate events.
For an asset manager like Bimini, Form 8-K filings are particularly important. Recent 8-Ks describe quarterly and year-to-date financial results, including net income or loss, advisory service revenues, and book value per share. They also detail capital allocation between pass-through and structured MBS sub-portfolios, returns on invested capital, prepayment statistics, and financing arrangements through repurchase agreements. Other 8-Ks cover governance changes, such as director resignations and appointments, and amendments to the company’s stockholder rights plan intended to help preserve net operating loss carryforwards under Section 382 of the Internal Revenue Code.
Filings also document material definitive agreements, such as the Membership Interest Purchase Agreement entered into by Bimini Advisors Holdings, LLC to acquire 80% of Tom Johnson Investment Management, LLC, a registered investment adviser. The related 8-K outlines purchase price terms, put and call rights on the retained interest, employment agreement conditions, and closing requirements, giving investors insight into Bimini’s efforts to expand and diversify its asset management activities.
On Stock Titan, these SEC filings are updated as they are made available on EDGAR, and AI-powered tools can help summarize lengthy documents, highlight key terms, and clarify technical language. Users can review Bimini’s 8-Ks for earnings announcements, rights plan amendments, and transaction agreements, and combine this information with other filings such as annual and quarterly reports to better understand BMNM’s financial condition, risk profile, and strategic direction.
Bimini Capital Management, Inc. will hold its 2026 Annual Meeting of Stockholders on June 9, 2026 to elect one Class II director, ratify BDO USA, P.C. as auditor, approve a First Amendment to the Company’s Rights Agreement (adopted December 10, 2025) and cast a non-binding advisory vote on 2025 executive compensation. The Board set the record date as April 16, 2026. The Rights Plan Amendment extended the Rights expiration to December 21, 2030 and raised the Purchase Price to $10.20; the Company disclosed $245.8M of net operating loss carryforwards as of December 31, 2025. Proxy materials and the 2025 Annual Report are available at the Company investor site.
Bimini Capital Management, Inc., through its wholly owned subsidiary Bimini Advisors Holdings, completed the acquisition of 80% of Tom Johnson Investment Management, LLC (“TJIM”), a registered investment adviser. The purchase price was $12,318,492, equal to 2.5 times 80% of TJIM’s 2025 revenue, with $12,000,000 paid in cash at closing and the remaining $318,492 due on the first anniversary with 5% annual interest.
Richard Parry’s trust retains a 20% stake, subject to put and call rights after the third anniversary of closing, using the same pricing formula and conditioned on TJIM achieving at least a 30% EBITDA margin over the prior twelve months. TJIM has approximately $1.63 billion of assets under management, and its principal and staff entered new employment or offer agreements to support continuity and future equity participation.
Bimini Capital Management is a specialty finance company that invests in Agency mortgage-backed securities and holds Orchid Island Capital common stock, while also earning fees as Orchid’s external manager. Its strategy relies on leverage, interest rate hedging and managing prepayment and liquidity risks in the MBS market.
The company plans a strategic shift by acquiring 80% of Tom Johnson Investment Management, a registered adviser with approximately $1.6 billion of assets under management, using a significant portion of its capital. This pending deal is intended to transition Bimini toward a pure asset management model but carries execution, integration, client retention and financing risks alongside broader interest rate, funding, cybersecurity, climate and key-person risks.
Bimini Capital Management reported a strong turnaround for 2025 and announced a new share repurchase plan. Net income was $5.8 million, or $0.58 per share, for the year ended December 31, 2025, compared with a prior-year loss. Fourth-quarter net income was $3.4 million. Advisory services revenue rose to $16.6 million from $12.8 million, driven largely by managing Orchid Island Capital’s portfolio. Book value per share increased to $1.26 at December 31, 2025, with stockholders’ equity of $12.6 million and 10,005,457 Class A shares outstanding.
The mortgage-backed securities portfolio declined from $122.3 million to $88.9 million, while repurchase agreements fell to $85.3 million. The portfolio’s effective duration shortened, reducing interest-rate sensitivity. The Board authorized a Rule 10b5-1 plan to repurchase up to $2.5 million of Class A Common Stock over 24 months, funded from available cash. Bimini also highlighted its pending acquisition of 80% of Tom Johnson Investment Management, which had about $1.6 billion of assets under management, to expand and diversify its advisory business.
Bimini Capital Management, Inc., through its indirect wholly owned subsidiary Bimini Advisors Holdings, LLC, agreed to acquire eighty percent of the fully diluted equity interests of Tom Johnson Investment Management, LLC (TJIM), a registered investment adviser. The remaining twenty percent equity interest will be retained by the Richard Parry Living Trust, with a contractual mechanism allowing Bimini’s subsidiary, beginning on the third anniversary of closing, to require the trust to sell this retained interest using the same pricing formula. Completion of the transaction depends on customary conditions, including financial, legal and regulatory due diligence and obtaining required consents, including from TJIM’s existing clients. The company also issued a press release announcing the agreement.
Bimini Capital Management, Inc. director Frank E. Jaumot filed an amended beneficial ownership report for the company’s Class A Common Stock. The amendment states that on December 19, 2025, he sold 534,495 shares of common stock at $1.55 per share.
Following this sale, Jaumot now beneficially owns 36,027 shares of Bimini Capital Class A Common Stock, representing approximately 0.3% of the company’s outstanding Class A shares. The filing also notes that this Amendment No. 2 is being made solely to correct the date of Amendment No. 1 and that Jaumot has not engaged in any other transactions in the issuer’s securities during the last 60 days.
Bimini Capital Management director reports 14.8% ownership stake. Director Robert J. Dwyer filed an amended ownership report showing he beneficially owns 1,476,339 shares of Bimini Capital Management, Inc. Class A common stock, representing approximately 14.8% of the outstanding class. He has sole voting and dispositive power over all of these shares.
Dwyer acquired all shares using personal funds or as compensation for serving as a director. On December 19, 2025, he purchased 100,000 shares of common stock at $1.55 per share. He states the holdings are for investment purposes and indicates he may buy additional shares for cash or as director fees, or sell shares in the future, but currently has no plans related to major corporate actions such as mergers, changes in control, or significant restructurings.
Bimini Capital Management, Inc. insider G. Hunter Haas IV has updated his beneficial ownership in the company’s Class A common stock. He now beneficially owns 1,491,517 shares, representing approximately 14.9% of the outstanding Class A common stock, and holds sole voting and dispositive power over these shares.
Haas, who serves as President, Chief Investment Officer, Chief Financial Officer and Treasurer of Bimini Capital Management, acquired the shares using personal funds or as compensation. On December 19, 2025, he purchased 192,247 shares at $1.55 per share. He states that the holdings are for investment purposes and that he may buy additional shares for cash or receive more equity as compensation.
The filing notes that Haas has not been involved in specified criminal or civil securities law proceedings over the past five years and that, aside from potential future equity-based compensation, he has no other contracts or arrangements concerning Bimini’s securities.
Robert E. Cauley, Chairman and CEO of Bimini Capital Management, Inc., filed Amendment No. 4 to report his beneficial ownership of the company’s Class A common stock. He beneficially owns 1,560,215 shares, representing about 15.5% of the outstanding Class A common stock. Cauley holds sole voting and dispositive power over 1,546,247 shares and shares voting and dispositive power with his adult children over 13,968 shares.
On December 19, 2025, he acquired 192,248 shares of common stock at a price of $1.55 per share. The filing states that he holds the shares for investment purposes and may buy additional shares for cash or receive them as compensation, while also potentially selling shares in the future. He reports no criminal or civil securities law judgments in the past five years and notes there are no special contracts or arrangements with others regarding these securities beyond possible future equity-based compensation.
Bimini Capital Management director Frank E. Jaumot has significantly reduced his stake in the company. On December 19, 2025, he sold 534,495 shares of Class A Common Stock at $1.55 per share. Following this sale, he beneficially owns 36,027 shares, representing about 0.3% of Bimini Capital Management’s outstanding Class A Common Stock.
Jaumot is a director of the company and a United States citizen. The filing states that he has not been involved in specified criminal or civil securities law proceedings during the last five years and that there are no applicable special contracts or arrangements relating to his holdings. He reports no other transactions in Bimini Capital’s securities in the last 60 days.