Form 4: IIOT-OXYS, Inc. (ITVX) Ownership Update
Statement of Changes in Beneficial Ownership
Vidhyadhar Mitta reports changes in beneficial ownership of IIOT-OXYS, Inc. (ITVX) common and preferred stock.
Summary
- Vidhyadhar Mitta, a reporting person, has reported changes in their beneficial ownership of IIOT-OXYS, Inc. (ITVX) securities.
- The transactions occurred on November 5, 2025.
- Mitta exchanged $216,156 of principal and accrued interest owed by the company for 180 shares of Series E Convertible Preferred Stock.
- This exchange also involved the cancellation of 12,000 shares of Series A Super-Voting Preferred Stock previously owned by Mitta.
- Mitta directly beneficially owns 1,736,843 shares of Common Stock, separate from any derivative securities.
- The Series E Convertible Preferred Stock is convertible into Common Stock at a rate of 1 share of Series E for 2,400,000 shares of Common Stock (180 shares * 2,400,000 = 432,000,000 shares), subject to a 4.99% beneficial ownership limitation.
- The Series A Super-Voting Preferred Stock is convertible into Common Stock at a rate of 1:100.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral, as it primarily details a debt-for-equity exchange and ownership changes rather than new operational or financial performance updates.
Positives
- The company has resolved a debt obligation with a former director, Vidhyadhar Mitta, through a debt-for-equity exchange.
- This transaction reduces the company's outstanding debt by $216,156 plus accrued interest.
- The exchange results in the issuance of preferred stock, which can strengthen the company's equity position.
Negatives
- The cancellation of 12,000 shares of Series A Super-Voting Preferred Stock by Mitta could indicate a reduction in his influence or a strategic shift.
- The conversion of Series E Convertible Preferred Stock could lead to significant dilution of common stock if fully converted, given the large number of underlying common shares (432,000,000).
Risks
- Potential for significant dilution of common stock due to the conversion of Series E Convertible Preferred Stock, which represents 432,000,000 shares of common stock.
- The 4.99% beneficial ownership limitation on the Series E Convertible Preferred Stock could lead to complex ownership structures and potential future adjustments.
- The Series A Super-Voting Preferred Stock, though cancelled, had a high conversion ratio (1:100), indicating potentially complex capital structures previously.
Future Outlook
The filing does not contain explicit forward-looking statements or guidance. However, the conversion of Series E Convertible Preferred Stock could significantly impact future share counts.
Management Comments
- Vidhyadhar Mitta, former Director, exchanged $216,156 of principal and accrued interest owed to him by the Company for 180 shares of Series E Preferred Stock.
- In addition to the issuance of the Mitta Shares, Mr. Mitta agreed to cancel 12,000 shares of Series A Preferred Stock owned by him.
Industry Context
StockSavvy.ai notes that debt-for-equity exchanges are common in the technology and biotech sectors, particularly for early-stage or growth companies looking to manage debt and strengthen their balance sheets. The significant potential dilution from the Series E Preferred Stock conversion is a key factor to monitor for investors in such companies.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director | Vidhyadhar Mitta | Former Director (as indicated by the Debt Exchange Agreement context and his reporting status). |
Related Party Transactions
- Exchange of $216,156 of principal and accrued interest owed by the Company to Vidhyadhar Mitta (former Director) for 180 shares of Series E Preferred Stock.
- Cancellation of 12,000 shares of Series A Preferred Stock owned by Vidhyadhar Mitta as part of the debt exchange.
Stakeholder Impact
- Shareholders: Potential for significant dilution of common stock if Series E Convertible Preferred Stock is converted.
- Creditors: Reduction in outstanding debt by $216,156 plus accrued interest.
- Former Director (Vidhyadhar Mitta): Conversion of debt into equity, potentially aligning his interests with other shareholders, subject to ownership limitations.
Next Steps
- Monitoring the conversion of Series E Convertible Preferred Stock and its impact on common stock dilution.
- Observing any further transactions or filings related to Vidhyadhar Mitta's ownership.
Key Dates
| Date | Description |
|---|---|
| 11/09/2020 | Date related to Series A Super-Voting Preferred Stock exercisability. |
| 08/02/2019 | Date of issuance of the Mitta Note (12% Secured Convertible Promissory Note). |
| 10/30/2025 | Date the Company entered into the Debt Exchange Agreement (Mitta DEA) with Vidhyadhar Mitta. |
| 11/05/2025 | Closing date of the Mitta DEA and transaction date for the exchange of debt for Series E Preferred Stock and cancellation of Series A Preferred Stock. |
| 04/15/2026 | Date of signature on the Form 4 filing. |
Keywords
Form 4, Ownership, Beneficial Ownership, IIOT-OXYS, Inc., ITVX, Vidhyadhar Mitta, Series E Convertible Preferred Stock, Series A Super-Voting Preferred Stock, Debt Exchange, SEC Filing
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