Visium CTO awarded Series E preferred stake

VISIUM TECHNOLOGIES, INC.

Rhea-AI Filing Summary

VISIUM TECHNOLOGIES, INC. CTO, COO and 10% owner Rai Cheddi Bharrat acquired 9,763 shares of Series E Convertible Preferred Stock as non-cash consideration for his interests in ConnexUS AI under a Letter of Intent dated March 29, 2026.

These 9,763 Series E shares are convertible into 146,444,342 shares of common stock and represent about 34.43% of a 425,339,361-share Series E as-converted pool, which equals 40% of the 1,063,348,403 common shares currently outstanding. On an as-converted basis, his beneficial ownership is 146,444,342 common shares, or roughly 12.10% of common stock.

Positive

• None.

Negative

• On an as-converted basis, the 9,763 Series E preferred shares correspond to 146,444,342 common shares, about 12.10% of common stock, indicating substantial potential dilution embedded in this class.

Insights

Equity analyst

Executive receives large preferred stake as non-cash deal consideration.

Rai Cheddi Bharrat, CTO, COO and 10% owner of VISIUM TECHNOLOGIES, INC., received 9,763 shares of Series E Convertible Preferred Stock as non-cash consideration for his interests in ConnexUS AI. The filing classifies this as a grant or award, not a market purchase.

The Series E is convertible any time with no expiration, into 146,444,342 common shares. Footnotes state this equals about 12.10% of common stock on an as-converted basis, using a denominator of 1,209,792,745 shares. This indicates a meaningful ownership position and potential dilution embedded in the capital structure.

The 9,763 Series E shares represent about 34.43% of a 425,339,361-share Series E as-converted pool, itself tied to 40% of 1,063,348,403 common shares currently outstanding. Subsequent company disclosures can clarify how the ConnexUS AI transaction fits into broader strategy and capital planning.

Insider Trade Summary

Grant/Award: 9,763 shares

Grant/Award 1 txn

Insider Rai Cheddi Bharrat

Role CTO and COO

Type	Security	Shares	Price	Value
Grant/Award	Series E Convertible Preferred Stock	9,763	$0.00	$0.00

Holdings After Transaction: Series E Convertible Preferred Stock — 9,763 contracts (Direct)

Footnotes (3)

1. F1. Acquired as non-cash consideration for the Reporting Person's interests in ConnexUS AI pursuant to the Letter of Intent dated March 29, 2026, as amended. The 9,763 shares of Series E Preferred Stock represent approximately 34.43% of the total Series E as-converted pool of 425,339,361 shares (being 40% of 1,063,348,403 shares of Common Stock currently outstanding).
2. F2. Total beneficial ownership of Common Stock on an as-converted basis: 146,444,342 shares = approximately 12.10% of Common Stock (denominator: 1,209,792,745 = 1,063,348,403 currently outstanding + 146,444,342 as-converted Series E). See concurrent Schedule 13D filed herewith.
3. F3. Any time / No expiration

Key Figures

Series E preferred shares granted: 9,763 shares Underlying common shares: 146,444,342 shares Series E pool (as-converted): 425,339,361 shares +4 more

7 metrics

Series E preferred shares granted 9,763 shares Grant of Series E Convertible Preferred Stock to Bharrat

Underlying common shares 146,444,342 shares Common stock issuable upon conversion of 9,763 Series E shares

Series E pool (as-converted) 425,339,361 shares Total Series E as-converted pool referenced in footnote

Bharrat share of Series E pool 34.43% Portion of Series E as-converted pool represented by 9,763 shares

Current common shares outstanding 1,063,348,403 shares Common stock currently outstanding, used in Series E pool calculation

As-converted ownership percentage 12.10% Bharrat’s beneficial ownership of common stock on as-converted basis

As-converted denominator 1,209,792,745 shares Outstanding common plus as-converted Series E used for ownership calculation

Key Terms

Series E Convertible Preferred Stock, as-converted, beneficial ownership, non-cash consideration, +2 more

6 terms

Series E Convertible Preferred Stock financial

"security_title: "Series E Convertible Preferred Stock""

Series E convertible preferred stock is a class of investment shares issued in a later-stage financing round that behave like a hybrid between a safety-first claim and an option to become ordinary shares. Think of it as a VIP ticket that gives owners priority on payments and protections if things go wrong, but can be swapped for regular shares later—important to investors because it affects payout priority, potential dilution of ownership, voting power, and the company’s implied valuation.

as-converted financial

"total Series E as-converted pool of 425,339,361 shares"

A financial presentation shown “as-converted” means numbers (usually share counts, earnings per share, or ownership percentages) are reported on the assumption that all convertible securities—like preferred shares, convertible bonds, or options—have been converted into common stock. It matters because it reveals the potential dilution and how company metrics would look if those claims became ordinary shares, like checking a recipe assuming all reserved ingredients are finally added.

beneficial ownership financial

"Total beneficial ownership of Common Stock on an as-converted basis"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

non-cash consideration financial

"Acquired as non-cash consideration for the Reporting Person's interests"

Non-cash consideration is payment made in a deal that does not involve cash, such as shares, assets, debt relief, services, or intellectual property. It matters to investors because it changes a company's balance sheet and ownership mix—like trading goods for goods instead of paying cash—affecting reported cash flow, potential share dilution, and how the value of a transaction is reflected in financial statements and valuations.

Schedule 13D regulatory

"See concurrent Schedule 13D filed herewith"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

Letter of Intent regulatory

"pursuant to the Letter of Intent dated March 29, 2026"

A letter of intent is a document that shows an agreement in principle between parties to work towards a future deal or transaction. It outlines their intentions and key terms, acting like a roadmap before a formal contract is signed. For investors, it signals serious interest and helps clarify expectations early in the process.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Rai Cheddi Bharrat acquire in the Visium Technologies (VISM) Form 4?

Rai Cheddi Bharrat received 9,763 shares of Series E Convertible Preferred Stock. This was granted as non-cash consideration for his interests in ConnexUS AI under a Letter of Intent dated March 29, 2026, rather than a market purchase of existing shares.

How many Visium Technologies (VISM) common shares can the new Series E preferred convert into?

The 9,763 Series E preferred shares are convertible into 146,444,342 shares of common stock. This reflects the as-converted terms described, giving Bharrat a large potential common equity position if all the preferred shares are converted in the future.

What percentage of Visium Technologies (VISM) common stock does Bharrat beneficially own after this grant?

On an as-converted basis, Bharrat’s total beneficial ownership is 146,444,342 common shares, or about 12.10% of common stock. The percentage uses a denominator of 1,209,792,745 shares, which includes both currently outstanding and as-converted Series E shares.

How large is Bharrat’s Series E preferred stake relative to Visium Technologies’ Series E pool?

Bharrat’s 9,763 Series E preferred shares represent about 34.43% of a 425,339,361-share Series E as-converted pool. That pool itself corresponds to 40% of the 1,063,348,403 Visium common shares that are currently outstanding, indicating a concentrated preferred position.

Was cash involved in Bharrat’s Visium Technologies (VISM) Series E preferred stock transaction?

No cash was involved in this transaction. The Form 4 and footnotes describe the 9,763 Series E preferred shares as non-cash consideration granted for Bharrat’s interests in ConnexUS AI, making it part of a compensation or deal structure rather than an open-market stock purchase.

Does the Visium Technologies (VISM) Form 4 mention any expiration on the Series E conversion right?

The footnotes state the Series E preferred is convertible “Any time / No expiration”. This means Bharrat can choose to convert the 9,763 Series E preferred shares into common stock at any time, without a stated end date for the conversion right.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/27/2026 - 04:23 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rai Cheddi Bharrat

(Last) (First) (Middle)

3301 N UNIVERSITY DR.

SUITE 100

(Street)

CORAL SPRINGS FLORIDA 33065

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
VISIUM TECHNOLOGIES, INC. [ VISM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CTO and COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series E Convertible Preferred Stock	$1,500	04/16/2026		A(2)		9,763		(3)	(3)	Common Stock (par 0001)	146,444,342(1)	$0	9,763	D

Explanation of Responses:

1. Acquired as non-cash consideration for the Reporting Person's interests in ConnexUS AI pursuant to the Letter of Intent dated March 29, 2026, as amended. The 9,763 shares of Series E Preferred Stock represent approximately 34.43% of the total Series E as-converted pool of 425,339,361 shares (being 40% of 1,063,348,403 shares of Common Stock currently outstanding).

2. Total beneficial ownership of Common Stock on an as-converted basis: 146,444,342 shares = approximately 12.10% of Common Stock (denominator: 1,209,792,745 = 1,063,348,403 currently outstanding + 146,444,342 as-converted Series E). See concurrent Schedule 13D filed herewith.

3. Any time / No expiration

	/s/ Cheddi Rai	04/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)