IIOT-OXYS, Inc.·4

Apr 15, 1:46 PM ET

Mitta Vidhyadhar 4

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IIOT‑OXYS (ITOX) Former Director Mitta Exchanges Debt for Preferred

What Happened
Vidhyadhar Mitta, a former director of IIOT‑OXYS, exchanged $216,156 of principal and accrued interest owed under a convertible promissory note for 180 shares of Series E Convertible Preferred Stock and agreed to cancel 12,000 shares of Series A Supervoting Preferred Stock. The Debt Exchange Agreement closed on November 5, 2025; the Form 4 reporting the transaction was filed April 15, 2026. No per‑share market price is reported because these were private derivative/contractual dispositions (transaction code J).

Key Details

  • Transaction date: November 5, 2025 (reported on Form 4 filed April 15, 2026 — late filing).
  • Consideration: $216,156 of principal plus accrued interest (per Debt Exchange Agreement).
  • Disposition: 12,000 Series A Supervoting Preferred shares cancelled (disposed).
  • Acquisition: 180 shares of Series E Convertible Preferred Stock issued to Mitta.
  • Prices: N/A (private conversion/exchange, not an open‑market trade).
  • Holdings after transaction: Reporting person separately holds 1,736,843 shares of common stock (per filing); that figure does not include any common shares that could result from conversion of the preferred securities.
  • Notable footnotes:
    • Series A converts to common at a rate of 1:100 (so 12,000 Series A could have represented up to 1,200,000 common shares if previously converted).
    • Series E is convertible/exercisable (conversion mechanics not specified in the Form 4).
    • Transactions are subject to a 4.99% beneficial ownership limitation.

Context
This was a debt‑for‑preferred‑stock exchange (not a market sale or purchase). The deal reduced the company's outstanding debt owed to Mitta by about $216k and replaced (in part) that claim with preferred equity. Cancelling the Series A shares removes a source of potential future conversion into common shares (noted conversion rate 1:100), while issuance of Series E creates a new convertible preferred position that could convert to common under its terms. The late filing of the Form 4 may affect short‑term transparency for investors; the economic effect (debt reduction vs. potential future dilution) depends on the Series E conversion terms and any ownership limits.