VISIUM TECHNOLOGIES, INC. - FORM 8-K FILING
On April 7, 2026, Visium Technologies, Inc. reported changes in its board and amendments to its articles of incorporation. The company accepted the resignations of Paul Anthony Favata and Thomas Grbelja from their director and committee positions. These resignations were not due to disagreements and are part of a strategic restructuring. The company also approved and filed Certificates of Designation for Series A and Series B Convertible Preferred Stock, amending its articles of incorporation. These designations formalize historical terms from 2016 under Florida law, outlining share amounts, par values, stated values, liquidation preferences, and conversion rights, including specific adjustment mechanisms for conversion prices. Additionally, the Series C Convertible Preferred Stock was cancelled. Strict procedural gating mechanisms, known as Conversion Gates, were adopted as company policy, establishing conditions precedent for any conversion, transfer, or movement of Series A or Series B Preferred Stock to protect the company's capital structure and shareholders from legacy risks. These gates include requirements for proof of issuance, payment, affidavits, audits, legal judgments, performance bonds, lock-up agreements, legal opinions, cost reimbursements, and confirmation of no covenant violations. The Transfer Agent is instructed to strictly enforce these gates, with any non-compliant actions deemed void.