8-KFiled Jul 21, 8:00 PM ET

Mitesco, Inc. Issues Series X Preferred Stock as Executive/Board Compensation

$MITI · Mitesco, Inc.

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Mitesco, Inc. Issues Series X Preferred Stock as Executive/Board Compensation

What Happened Mitesco, Inc. (MITI) filed an 8‑K on July 22, 2026 reporting that, by written consent of the Board on July 21, 2026, the company agreed to issue Series X Cumulative Redeemable Perpetual Preferred Stock as compensation to executives, directors and an advisor. The filing reports grants to two directors (2,400 shares each), the CEO (4,800 shares) and an advisor (2,400 shares), bringing total Series X Preferred Stock outstanding to 63,703 shares. The filing also includes a press release about the company’s edge computing strategy (filed as Exhibit 99.1).

Key Details

  • Total new awards reported: 12,000 Series X shares (2,400 to each of two directors; 4,800 to CEO; 2,400 to an advisor).
  • Total outstanding Series X after issuances: 63,703 shares.
  • Series X terms noted: $0.01 par value; $25.00 liquidation preference per share; 10% annual dividend on the $25.00 liquidation preference (i.e., $2.50/year per share); 400 votes per share.
  • Governance/control: holders of Series X shares now hold over 59% of the company’s voting power.
  • Securities are unregistered under the Securities Act and may not be resold in the U.S. absent registration or an exemption.
  • Filing cross-note: Item 5.02 reiterates the awards but refers to the CEO grant as “restricted common stock,” while Item 3.02 describes it as Series X preferred shares.
  • Press release regarding edge computing included as Exhibit 99.1.

Why It Matters These preferred‑share awards affect ownership structure and control: Series X shares carry heavy voting power (400 votes each) and, per the filing, now represent a majority of voting control (>59%). The Series X also carries a fixed liquidation preference ($25/share) and a 10% dividend obligation, which increases the company’s priority claim on assets and ongoing cash or in‑kind dividend obligations. Because the securities are unregistered, they are subject to transfer restrictions. Retail investors should note potential dilution of common equity influence and the increased preferred‑class claims that could affect common shareholders in liquidation or governance votes.