Every 8-K that VISIUM TECHNOLOGIES INC (VISM) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow VISM and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VISM filings page.
VISIUM TECHNOLOGIES, INC. (VISM) has implemented a 1-for-1,500 reverse split of its common stock and simultaneously reduced its authorized common shares. At the Effective Time, every 1,500 pre-split common shares were combined into 1 post-split share, and authorized common stock was cut from 3,000,000,000 to 2,000,000 shares, with par value staying $0.0001.
The reverse split used a true lot-by-lot half-up rounding convention: lots converting to fewer than 0.5 of a share (fewer than 750 pre-split shares) were extinguished with no cash in lieu. Issued and outstanding common stock moved from 1,269,817,102 shares to 846,540 shares, leaving 64 of 553 registered holders with post-split shares and 489 reduced to zero. The stock will continue to trade on the OTC market under the symbol VISM, with a new CUSIP to be assigned. An issuance freeze bars new common stock issuances or new reservation letters (other than those created by the split mechanics) for 10 full trading days after the Effective Time.
Visium Technologies, Inc. (VISM) has determined that its previously authorized Series G Governing Preferred Stock was never actually issued and has eliminated this series. The board concluded that no shares of Series G were issued or outstanding at any time and that no consideration was received for any such shares.
The board resolved to delete the Series G Certificate of Designation in its entirety, return the previously designated 100 shares to the pool of authorized but undesignated preferred stock, and ensure the stock ledger and capitalization table reflect zero Series G shares. Visium will file Florida Articles of Amendment and related SEC amendments to correct its April 16, 2026 disclosure and report the board action under Item 5.03. The Series A and Series B Convertible Preferred Stock remain outstanding on their original terms and are not amended or subordinated, and the prior Series G-supported “Remediation Plan” for those series is withdrawn as a board program.
Visium Technologies’ board has formally ended its planned ConnexUS AI acquisition and related incubation. Directors determined the ConnexUS project was a “failed incubation” and that terminating the Amended and Restated Letter of Intent and related work is in the best interests of the company and its shareholders.
The board authorized a Mutual Release, Settlement, and Termination Agreement that ends the LOI, confirms all ATHENA platform intellectual property remains with ConnexUS AI, waives ConnexUS payment and performance claims against Visium, and provides mutual releases. As part of the agreement, Cheddi Rai will resign from all positions with Visium, and the board is confirmed as Paul R. Taylor, Mark Lucky, and independent director David Pierce. The officers are instructed to make the required SEC disclosure and file the agreement as an exhibit.
Visium Technologies, Inc. announced a major leadership change and a strategic AI transaction plan. Effective April 27, 2026, Paul Taylor became Chairman of the Board and Chief Executive Officer, while Cheddi Rai was appointed Chief Technology Officer and Chief Operating Officer. Mark Lucky will continue as Chief Financial Officer and is also identified as Chief Executive Officer in the signature block.
The company disclosed a non-binding Letter of Intent dated March 29, 2026 to acquire 100% of the equity of ConnexUS AI and obtain licensed access to the RAGböx.co platform from the owners of WXYZ Hosting LLC and AdRetreaver LLC. The planned deal uses a dual ring-fence structure intended to produce a GAAP-compliant balance sheet, isolate legacy obligations, and support scalable AI solutions for regulated industries.
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.