Welcome to our dedicated page for Visium Technolog SEC filings (Ticker: VISM), 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.
This page provides access to U.S. Securities and Exchange Commission filings for Visium Technologies, Inc. (VISM), a cybersecurity and technology solutions provider that trades on the OTC Markets. Through these regulatory documents, investors can review Visium’s disclosures about its AI-powered cybersecurity and analytics business, TruContext™ platform, and related activities.
Key filing types for Visium include annual reports on Form 10-K and quarterly reports on Form 10-Q, which contain management’s discussion and analysis, financial statements, and risk disclosures related to its cybersecurity, analytics, and infrastructure projects. These reports can help readers understand how Visium describes its use of generative artificial intelligence and graph database technology to deliver an analytics-driven, risk-based approach to cybersecurity.
Visium also files current reports on Form 8-K when it discloses certain material events, and may file registration statements or proxy materials as required. In addition, notifications of late filing, such as Form 12b-25, provide insight into timing of periodic reports. For example, a recent Form 12b-25 explains that Visium was unable to file a Form 10-Q for a quarter ended September 30 by the prescribed date due to delays in completing financial statements and the need for additional time by its independent registered public accounting firm, while noting that all other required periodic reports over the prior 12 months had been filed.
On Stock Titan, Visium’s SEC filings are updated from the EDGAR system and can be paired with AI-powered summaries that explain key points in plain language. Users can quickly identify quarterly and annual reports, track notifications such as Form 12b-25, and review other filings that document Visium’s reporting history, governance, and business developments over time.
Visium Technologies is creating a new Series E Convertible Preferred Stock to help acquire 100% of ConnexUs AI. The board approved a Certificate of Designation and filed it in Florida, formally adding this preferred class to the company’s capital structure.
Each Series E share has a stated value of $750 and converts at a fixed $0.05 per common share, equal to 15,000 common shares. The Series E will represent exactly 40% of Visium’s fully diluted equity immediately after closing, alongside existing options and other securities.
The preferred carries an 8% cumulative dividend, paid in cash or additional Series E shares, and a senior, non‑participating liquidation preference. Visium may redeem the shares at 103% of stated value plus dividends after a qualifying transaction of $10 million or more. Holders vote with common on an as‑converted basis, subject to a 4.99% beneficial‑ownership cap, and enjoy standard protective provisions.
Visium Technologies, Inc. created a new senior Series G Governing Preferred Stock, ranking with Series AA and ahead of Series A, Series B, and common stock for dividends, liquidation, redemption, and distributions. Four Series G shares were issued to existing accredited holders for nominal consideration in a private, unregistered transaction.
The Board also adopted a remediation plan for legacy Series A and B preferred shares issued in 2015–2016, offering a 125‑day window for qualifying holders to choose reduced cash redemption or exchange into new unregistered common shares. Based on strict documentation requirements, expired conversion dates, and Series G veto rights, the company now treats the chance of any Series A or B conversion as remote and excludes these shares from diluted EPS, while confirming that fully diluted impact and Series G treatment remain unchanged from recent reports.
Visium Technologies, Inc. converted outstanding debt into new preferred equity. On April 14, 2026, the company issued 1,597,868 shares of newly created Series D Callable Convertible Preferred Stock to about forty accredited investors and related parties in full satisfaction of $1,597,868.39 of promissory notes and officer/related-party payables.
Each Series D share has a $1.00 stated value, carries a 3% cumulative annual dividend, and can convert into common stock at $0.05 per share, with broad-based weighted-average anti-dilution protection. The board also designated 2,000,000 Series D shares via a Certificate of Designation, which amends the articles of incorporation and sets liquidation preference, limited voting rights, protective provisions, and company call/redemption rights tied to future $10,000,000-plus financings or qualifying change-of-control transactions.
Visium Technologies, Inc. entered into a definitive settlement agreement to fully extinguish its Labrys Notes and Talos Warrants, eliminating related debt and dilution risk. The agreement cancels Labrys Notes with an aggregate outstanding balance of approximately $182,243.75 as of March 31, 2026 and cancels 5,112,426 Talos Warrants, together with all related transaction documents and share reserves.
Visium will make a single settlement payment on or before April 13, 2026 in exchange for immediate cancellation of the instruments, termination of all conversion and exercise rights, mutual general releases, and standard no-admission and confidentiality protections. The settlement was negotiated at more than an 18% discount to the current face amount of the Labrys Notes and is structured as a direct extinguishment between Visium and the counterparties, with no third-party purchaser or assignee involved.
Visium Technologies held a special board meeting to address board composition and its capital structure. Two independent directors, Paul Anthony Favata and Thomas Grbelja, resigned from all roles effective April 7, 2026, with the board stating there was no disagreement on operations, policies, or practices.
The board approved new Florida Certificates of Designation for up to 50,000,000 shares of Series A Convertible Preferred Stock with a $750 stated value and a variable conversion feature, and up to 30,000,000 shares of Series B Convertible Preferred Stock with a $375 stated value and a fixed 300-to-1 conversion ratio. Series C Preferred Stock, with no shares outstanding, was cancelled. The board also adopted eleven stringent “Conversion Gates” that must be satisfied before any Series A or B preferred may convert into common stock, including documentary proof of original issuance, a holder-funded forensic title audit, a final Palm Beach County declaratory judgment on conversion rights, a 150% performance bond, and reimbursement of company costs. Officers were authorized to direct the transfer agent to block conversions unless all gates are confirmed satisfied and to file a Form 8-K describing these actions.
Visium Technologies, Inc. reported no revenue for the three- and six-month periods ended December 31, 2025 and remained in the development and commercialization stage for its agentic AI cybersecurity platform TruContext™ and related products.
The company posted a net loss of $505,860 for the quarter and $950,562 for the six-month period, compared with losses of $381,780 and $55,164 a year earlier, when results were boosted by a $725,059 gain from extinguished debt. Operating expenses rose to $791,412 for the six months, driven mainly by higher selling, general and administrative costs.
Liquidity remains very constrained: cash was $23,877 at December 31, 2025 versus total current liabilities of $6,414,966, producing a stockholders’ deficit of $6,387,339. Management disclosed substantial doubt about the company’s ability to continue as a going concern and plans to rely on additional equity and debt financing.
Common shares outstanding increased to 453,919,861 as of December 31, 2025, up from 368,544,861 at June 30, 2025, largely due to stock-based compensation, consulting shares and conversion of debt. Several promissory notes and convertible notes are in default and carry punitive default provisions, while new high-interest secured notes were issued in January 2026 with additional commitment shares.
Visium Technologies, Inc. (VISM) reported another pre-revenue quarter for the three months ended September 30, 2025, with net revenues of $0 and a net loss of $444,703, compared with net income of $326,616 a year earlier that was driven by a one-time $725,059 debt extinguishment gain. Operating expenses were essentially flat at $369,623.
Liquidity is very tight. Cash was $2,986 at September 30, 2025, down from $60,144 at June 30, 2025, against current liabilities of $6,047,379, producing a stockholders’ deficit of $6,038,768. The company discloses substantial doubt about its ability to continue as a going concern and expects to rely on additional equity and debt financing.
Visium continues to carry $179,132 of convertible notes and $1,124,823 of promissory notes, with many obligations in default. During the quarter it issued 48,250,000 new common shares for debt conversion and compensation, bringing total common shares outstanding to 417,544,861 as of November 19, 2025. A subsequent $66,600 secured promissory note includes a 15% one-time interest charge and a 150% default acceleration with equity conversion features. Management also reports material weaknesses in internal control over financial reporting.
Visium Technologies, Inc. filed a Form 12b-25, notifying that its Quarterly Report on Form 10-Q for the period ended September 30, 2025 will be filed late. The company, a smaller reporting company, cites a delay in completing its financial statements and other disclosures and notes that its independent registered public accounting firm needs additional time to complete its review. Visium Technologies states that it expects to file the Form 10-Q no later than the fifth calendar day after the November 14, 2025 due date.
Visium Technologies, Inc. reported a range of balance-sheet and capital-structure items in its 10-K. The filing shows significant share counts with 417,544,861 and an issued-and-outstanding line stating 13,992,340 shares for a class of common stock. The company discloses convertible promissory notes where approximately $183,873 had matured, are in default and remain unpaid, and the notes contain no punitive default provisions. The fair value of the derivative liability tied to convertible debt was reported at $7,805 at June 30, 2025 (down from $41,566 a year earlier). The filing records an increase in the valuation allowance of approximately $403,000 for the year ended June 30, 2025. Product descriptions note a cybersecurity analytics platform, TruContextTM, sold via virtual appliance, SaaS and professional services; a contract tied to the cybersecurity platform had no activity as of September 30, 2025. Several preferred share series (Series A/AA/B/C) and conversion/liquidation preferences are described, including specific per-share liquidation and pricing terms.