New IIOT-OXYS (ITOX) director Mark Grober reports large indirect convertible and preferred stakes
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
IIOT-OXYS, Inc. director Mark Grober files an initial ownership report showing indirect holdings in the company through GHS Investments LLC. The filing lists 1,250,000 shares of common stock held indirectly, along with several convertible and preferred securities that can turn into additional common shares.
The indirect holdings include a convertible note tied to 23,158,450 shares of common stock, 10,000 shares of Series A Preferred Stock, 1,166,000,000 shares of Series B Preferred Stock, and 525,000,000 shares of Series D Preferred Stock. Many of these instruments are subject to a 4.99% beneficial ownership limitation and specified conversion formulas and pricing terms. The filing also notes that Grober became a director of IIOT-OXYS effective November 5, 2025, and that he disclaims beneficial ownership beyond his economic interest in GHS Investments LLC.
Positive
- None.
Negative
- None.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
Grober Mark
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Convertible Note | -- | -- | -- |
| holding | Series A Preferred Stock | -- | -- | -- |
| holding | Series B Preferred Stock | -- | -- | -- |
| holding | Series D Preferred Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Convertible Note — 23,158,450 shares (Indirect, LLC);
Series A Preferred Stock — 10,000 shares (Indirect, LLC);
Series B Preferred Stock — 1,166,000,000 shares (Indirect, LLC);
Series D Preferred Stock — 525,000,000 shares (Indirect, LLC);
Common Stock — 1,250,000 shares (Indirect, LLC)
Footnotes (1)
- These securities are held by GHS Investments LLC. The reporting person is a member of GHS Investments LLC and may be deemed to share voting and dispositive power over the securities held by GHS Investments LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein. Subject to a 4.99% beneficial ownership limitation. Each share of Series A Preferred Stock is convertible into 100 shares of Common Stock. Each share of Series B Preferred Stock is convertible into shares of Common Stock determined by dividing the Stated Value of such share of Preferred Stock by the Conversion Price. The conversion price for the Preferred Stock is the lowest traded price for the Company's common stock for the 15 Trading Days immediately preceding the date of such conversion. Each share of Series D Preferred Stock is convertible to shares of the Company's common stock at a price equal to a fixed price equal to 80% of the lowest traded price for the Company's common stock for the ten trading days immediately preceding the execution date of the Securities Purchase Agreement pursuant to which shares of Preferred Stock are issued. Securities are convertible until no longer outstanding.
FAQ
What does Mark Grober’s Form 3 filing show for IIOT-OXYS (ITOX)?
The Form 3 shows that Mark Grober, a new director of IIOT-OXYS, has indirect ownership through GHS Investments LLC. Holdings include common stock, a convertible note, and multiple preferred stock series that are convertible into common shares under specified terms and limitations.
What derivative securities linked to IIOT-OXYS (ITOX) does GHS Investments LLC hold?
GHS Investments LLC holds a convertible note referencing 23,158,450 common shares, 10,000 Series A Preferred, 1,166,000,000 Series B Preferred, and 525,000,000 Series D Preferred. All are reported as indirectly owned and are convertible into common stock under stated conversion prices and terms.
What are the key conversion terms for IIOT-OXYS (ITOX) preferred stock in this filing?
Each Series A Preferred share converts into 100 common shares. Series B converts by dividing stated value by a conversion price based on the lowest traded price over 15 trading days. Series D converts at 80% of the lowest traded price over ten trading days before the purchase agreement date.
What is the 4.99% beneficial ownership limitation mentioned for IIOT-OXYS (ITOX)?
Certain securities in the filing are subject to a 4.99% beneficial ownership limitation. This means conversions are restricted so that the holder’s beneficial ownership does not exceed 4.99% of outstanding common stock, limiting how many shares can be converted at any one time.
When did Mark Grober become a director of IIOT-OXYS (ITOX)?
The remarks state that Mark Grober was made a director of IIOT-OXYS effective November 5, 2025. On that date, his indirect interests through GHS Investments LLC, including common stock, a convertible note, and preferred shares, were reported on this initial Form 3 ownership statement.