Vivos Inc: director buys and exchanges preferred stock

What happened The filing says that on Oct 7, 2026 the Company entered into a Stock Purchase and Exchange Agreement with a member of its Board of Directors, Carl Cadwell. Under the Exchange Agreement the Director agreed to purchase 250,000 shares of the Company’s Series D convertible preferred stock for $250,000 and to exchange 385,302 shares of the Company’s Series C convertible preferred stock for 385,302 shares of Series D preferred. The filing says the Share Exchange was consummated on Oct 7, 2026 and that the Series D shares issued under the agreement are exempt from registration pursuant to Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D.

Key details

• 250,000 shares of Series D preferred purchased for $250,000 (Oct 7, 2026).
• 385,302 shares of Series C preferred exchanged for 385,302 shares of Series D preferred; the Share Exchange was consummated on Oct 7, 2026.
• Following the transaction there were no shares of Series C outstanding and 635,302 shares of Series D outstanding with a conversion price of $0.08 per share.
• The filing says the Company filed a Certificate of Elimination of the Series C convertible preferred stock with the Delaware Secretary of State on Oct 8, 2026, and that the board approved the filing.

Why it may matter This report covers Item 1.01 (entry into a material definitive agreement), Item 3.02 (unregistered sales of equity securities), Item 3.03 (material modification to rights of security holders), and Item 5.03 (amendments to articles of incorporation—cancellation of Series C preferred). The filing does not show why the insider traded or why the company acted.