VIVOS INC: creation of Series D convertible preferred stock

What happened VIVOS INC filed the Certificate of Designations, Preferences, and Rights of Series D Convertible Preferred Stock ("Series D COD") with the Secretary of State for the State of Delaware on Sep 28, 2026, designating 1,000,000 shares of the company’s 10,000,000 shares of authorized preferred stock as Series D convertible preferred stock. Each share has a stated value of $1.00 per share and a liquidation preference equal to $1.00 per share. Each share is convertible into Conversion Shares equal to the Stated Value divided by $0.08 (one share converts into 12.5 shares of common stock), and holders may elect to convert at any time. The Series D COD includes a beneficial ownership limitation of 4.99% (or 9.99% with 61 days’ prior written notice) and provides that each holder shall have the equivalent of 50 votes for every share of Common Stock issuable upon conversion of such holder’s outstanding shares of Series D Preferred.

Key details

• 1,000,000 shares of Series D designated out of 10,000,000 authorized preferred shares.
• Stated value $1.00 per share; liquidation preference $1.00 per share.
• Conversion rate: Stated Value divided by $0.08 (12.5 common shares per preferred share).
• Beneficial ownership conversion limits of 4.99% (or 9.99% with 61 days’ prior written notice); voting equivalent of 50 votes per convertible common share.

Why it may matter This Form 8-K reports Item 5.03 (amendments to articles of incorporation or bylaws) and discloses the filing of the Series D COD that creates the Series D convertible preferred stock and its key terms. The filing does not show why the company acted.