VISIUM TECHNOLOGIES, INC. 8-K

What Happened Visium Technologies, Inc. announced on April 10, 2026 that it entered into a Settlement Agreement to fully extinguish its Labrys Notes and Talos Warrants. Under the agreement the company will make a single payment of $150,000 on or before April 13, 2026 in exchange for immediate cancellation of both Labrys Notes (aggregate outstanding balance of approximately $182,243.75 as of March 31, 2026) and the cancellation of 5,112,426 Talos Warrants. The settlement is structured as a complete extinguishment (not a purchase or assignment) and includes mutual general releases and termination of all conversion/exercise rights and related transfer-agent instructions.

Key Details

• Settlement Agreement dated April 10, 2026; single payment of $150,000 due on or before April 13, 2026.
• Labrys Notes outstanding ≈ $182,243.75 (as of March 31, 2026); settlement represents a negotiated compromise of more than 18% below that face amount.
• 5,112,426 Talos Warrants cancelled; all related transaction documents and conversion/exercise rights terminated.
• Agreement includes mutual releases (including waiver of unknown claims under Delaware law) and confidentiality/no-admission protections.

Why It Matters This transaction removes the company’s convertible-note liability and cancels a large block of outstanding warrants, eliminating associated derivative liabilities and potential future dilution for existing shareholders. The deal uses a relatively small cash outlay ($150,000) to achieve a clean balance-sheet outcome by settling a higher face value obligation and removing conversion overhang, which can simplify capital structure and reduce investor uncertainty. The settlement is final between the parties and avoids involvement of third-party buyers.