Welcome to our dedicated page for Mitesco SEC filings (Ticker: MITI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Mitesco, Inc. filings document a Nevada public company with technology operations centered on cloud infrastructure, data center services, and software initiatives. Form 8-K reports cover material agreements, bridge note financing, unregistered sales of equity securities, preferred-stock dividend payments, redemptions, and restricted common stock issuances.
The company's regulatory record also includes leadership and board changes, other-event disclosures for AI-based sales automation software, a Form S-1 registration statement, and a Form 12b-25 notice tied to an annual report delay. These filings describe capital structure, governance, financing terms, exemptions from registration, and reporting status.
Mitesco, Inc. reported a net loss of $777,289 for the quarter ended March 31, 2026, reversing a prior-year profit that was driven by a large non-cash derivative gain. Quarterly revenue was $0, down from $17,000, as Centcore data center operations were paused.
Cash was only $1,533 against total liabilities of $23,923,376, resulting in a stockholders’ deficit of $23,891,947. Current liabilities of about $19.5M include notes payable, convertible debt, legal settlements and an SBA loan, while a Series A preferred stock liability totals $13.7M on a present value basis.
Management disclosed substantial doubt about the company’s ability to continue as a going concern, citing minimal cash, large obligations and the need for additional capital. The company is pivoting to data center services and artificial intelligence software, spending $103,533 on research and development and funding operations with new convertible bridge notes.
Mitesco, Inc. notified the SEC that it could not timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 because the company has not finalized the unaudited financial statements for that period. The company expects to file the Form 10-Q on or before the fifth calendar day following the prescribed due date.
Mitesco, Inc. entered into new financing and equity arrangements and outlined potential acquisition costs. The company received a $50,000 10% Original Issue Discount Convertible Promissory Note due in 12 months, with total repayment of $55,000 and an option to convert at $0.15 per share.
The Board reported additional issuances of Series X Preferred Stock, bringing the total outstanding to 51,703 shares with 10% annual dividends and “super” voting rights of 400 votes per share. It also approved a stock option plan to be registered on Form S-8, allowing up to 5 million shares with option exercise prices set at 115% of the closing price at issuance.
Mitesco engaged an advisory firm to evaluate a potential acquisition, expecting up to $20,000 in valuation fees and potentially $150,000 in total professional expenses during Q2 FY2026 if it proceeds, while cautioning there is no assurance a transaction or related financing will be completed.
Mitesco, Inc. director and CEO Brian Valania reported an initial holding of 200,000 shares of Mitesco Inc restricted common stock. According to a footnote, these 200,000 shares were acquired as compensation under a consulting agreement dated July 29, 2024, at a price of $0.25 per share.
Mitesco, Inc. files its annual report describing a shift from shuttered healthcare clinics to a holding-company model focused on data centers and AI-enabled software. The company highlights substantial debt restructuring, new secured bridge financing and ongoing risks around liquidity, dilution and legal obligations.
Mitesco converted about $26 million of senior securities, notes and payables from its discontinued clinic business into restricted common stock and Series A Preferred shares, but still discloses substantial doubt about its ability to continue as a going concern. It has also taken on new senior secured convertible bridge notes that can turn into low-priced common stock, while legacy lease and vendor settlements of roughly $3.4 million plus interest continue to weigh on the balance sheet.
Mitesco, Inc. reported new financing, share issuances and a product update. The company entered into 10% Original Issue Discount Convertible Promissory Notes with Jefferson Street Capital and Pinz Special Opportunities Fund, each with a $50,000 purchase price, maturing in 12 months and convertible at $0.15 per share. Mitesco also paid Q1 FY2026 dividends on its Series X Preferred Stock by issuing 222,142 restricted common shares, and redeemed $201,400 of Series A Preferred Stock by issuing 2,922,915 common shares, leaving a remaining Series A face value of $12,927,475. After these issuances, total common shares outstanding are about 20,244,118. Separately, the company released a video highlighting its Sportzfolio sports-facility marketplace platform and its revenue-sharing partnership via Vero Technology Ventures.
Mitesco, Inc. submitted a Form 12b-25 notifying the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 because the audited financial statements have not been finalized. The company states it anticipates filing on or before the fifteenth calendar day following the prescribed due date. The notice is signed by CEO Brian Valania and dated March 31, 2025.
Mitesco, Inc. announced a leadership transition and strategic updates. The Board appointed Brian Valania as a director and to the roles of CEO and CFO, succeeding Mack Leath, who remains Chairman. Valania previously led the Company’s Centcore, LLC subsidiary and has a long background in enterprise software, cloud infrastructure, and data-driven transformation.
Former director Jim Clifton agreed to resign once a qualified replacement was named and remains a shareholder willing to assist the Company. The Company has not yet set director compensation for FY2026; Valania’s prior consulting agreement provided $120,000 per year, of which $60,000 in cash was paid for FY2025 and $60,000 remains payable when the Board determines resources are sufficient.
Strategically, Mitesco is advancing a model that combines distributed data centers through Centcore, LLC with cloud applications developed under Vero Technology Ventures, LLC, including platforms such as RoboAgent and Sportzfolio. Management highlights evaluation of software and data center acquisitions and notes target data center sites between Washington, D.C. and New York City and in the Middle East, with an emphasis on enterprise-level markets, integration of artificial intelligence, and near-term revenue opportunities.
Mitesco, Inc. entered into another senior secured convertible bridge note, receiving $125,000 in funding under a 10% original issue discount promissory note with C/M Capital Master Fund, L.P. The company must repay $137,500, reflecting the discount.
The 2025 Bridge Note has an 18‑month term, bears no interest unless in default, and is convertible into common stock at $0.15 per share, subject to adjustments. Over the last 12 months, the company has obtained an aggregate $625,000 through these notes, which may be prepaid at 110% of outstanding principal.
Obligations are guaranteed by subsidiaries, secured by a pledge of subsidiary securities, and backed by a first‑priority senior security interest in all company assets. The note was sold as an unregistered offering under Section 4(a)(2) and Regulation D of the Securities Act.
Mitesco, Inc. filed a current report to note that it issued a press release on January 27, 2026. The release updates shareholders on the company’s “Robo Agent” AI-based software, which is focused on salesforce automation. The press release is furnished as Exhibit 99.1 to this report.