IIOT-OXYS Amends Charter, Changes Fiscal Year

TL;DR

**IIOT-OXYS just changed its corporate charter and fiscal year, signaling potential big internal shifts.**

AI Summary

IIOT-OXYS, Inc. filed an 8-K on February 16, 2024, reporting an event on February 12, 2024, concerning amendments to its Articles of Incorporation or Bylaws and a change in its fiscal year. The company, incorporated in Nevada with IRS number 56-2415252, operates from 705 Cambridge Street, Cambridge, MA 02141. This filing indicates potential structural or operational changes for the company, which was formerly known as Gotham Capital Holdings, Inc. and Creative Beauty Supply of New Jersey CORP.

Why It Matters

Changes to a company's articles of incorporation or bylaws can signal significant strategic shifts, impacting governance, shareholder rights, or future business operations. A fiscal year change can affect financial reporting cycles and comparability.

Risk Assessment

Risk Level: medium — Changes to corporate governance documents and fiscal year can introduce uncertainty regarding future operations and financial reporting, warranting closer examination.

Key Players & Entities

• IIOT-OXYS, Inc. (company) — Registrant
• Nevada (location) — State of Incorporation
• February 12, 2024 (date) — Date of earliest event reported
• February 16, 2024 (date) — Filing date
• 705 Cambridge Street, Cambridge, MA 02141 (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — ew series of Preferred Stock, par value $0.001 per share, of the Company designated "S

Filing Documents

• iiot_8k.htm (8-K) — 32KB
• iiot_ex0301.htm (EX-3.1) — 22KB
• image_002.jpg (GRAPHIC) — 10KB
• image_003.jpg (GRAPHIC) — 204KB
• 0001683168-24-001036.txt ( ) — 519KB
• itox-20240212.xsd (EX-101.SCH) — 3KB
• itox-20240212_lab.xml (EX-101.LAB) — 33KB
• itox-20240212_pre.xml (EX-101.PRE) — 22KB
• iiot_8k_htm.xml (XML) — 3KB

03

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On February 12, 2024, IIOT-OXYS, Inc., a Nevada corporation (the " Company "), filed an amendment (the " Amendment ") to the Company's Certificate of Designation (the " Designation ") that authorized for issuance of up to 5,000 shares of a new series of Preferred Stock, par value $0.001 per share, of the Company designated "Series C Convertible Preferred Stock" and established the rights, preferences and limitations thereof. Pursuant to the Amendment, Section 3 of the Designation was amended in its entirety to read as follows: Section 3. Dividends. (a) Dividends in Cash or in Kind. Each share of Series C Preferred Stock shall be entitled to receive, and the Corporation shall pay cumulative dividends of 12% per annum, payable quarterly, beginning on the issuance date and ending on the date that such share of Series C Preferred Share has been converted (the "Dividend End Date"). Dividends may be paid in cash or in shares of Series C Preferred Stock. (b) Participating Dividends on As-Converted Basis. From and after the issuance date, in addition to the payment of dividends pursuant to Section 3(a), each Holder shall be entitled to receive, and the Corporation shall pay, dividends on shares of Series C Preferred Stock equal to (on an as-if-converted-to-Common-Stock basis) and in the same form as dividends actually paid on shares of the Common Stock when, as and if such dividends are paid on shares of the Common Stock. The Corporation shall pay no dividends on shares of the Common Stock unless it simultaneously complies with the previous sentence. (c) Dividend Calculations. Dividends on the Series C Preferred Stock shall be calculated on the basis of a 360-day year, consisting of twelve (12) thirty (30) calendar day periods, and shall accrue and compound daily commencing on the issuance date, and shall be deemed to accrue from such date whether or not earned or declared and whet

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 3.1 Amendment No. 1 to the Certificate of Designation filed with the Nevada Secretary of State on February 12, 2024 104 Cover Page Interactive Data File (formatted in Inline XBRL) 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. IIOT-OXYS, Inc. Date: February 16, 2024 By: /s/ Clifford L. Emmons Clifford L. Emmons, Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR