IIOT-OXYS, Inc. Files 8-K: Material Agreement & Equity Sales
Ticker: ITOX · Form: 8-K · Filed: Mar 13, 2024 · CIK: 1290658
| Field | Detail |
|---|---|
| Company | Iiot-Oxys, INC. (ITOX) |
| Form Type | 8-K |
| Filed Date | Mar 13, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 2 min |
| Key Dollar Amounts | $68,825, $55,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-action
TL;DR
IIOT-OXYS filed an 8-K for a material agreement and unregistered equity sales. Watch for dilution.
AI Summary
IIOT-OXYS, Inc. announced on March 7, 2024, that it entered into a material definitive agreement and also disclosed unregistered sales of equity securities. The company, formerly known as Gotham Capital Holdings, Inc. and Creative Beauty Supply of New Jersey CORP, is incorporated in Nevada and has its principal executive offices in Cambridge, MA.
Why It Matters
This filing indicates significant corporate actions, including a new definitive agreement and the issuance of unregistered equity, which could impact the company's financial structure and future operations.
Risk Assessment
Risk Level: medium — The filing mentions unregistered sales of equity securities, which can lead to dilution for existing shareholders.
Key Players & Entities
- IIOT-OXYS, Inc. (company) — Registrant
- Gotham Capital Holdings, Inc. (company) — Former Company Name
- Creative Beauty Supply of New Jersey CORP (company) — Former Company Name
- March 7, 2024 (date) — Date of earliest event reported
- Nevada (jurisdiction) — State of Incorporation
- 705 Cambridge Street Cambridge, MA 02141 (address) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by IIOT-OXYS, Inc. on March 7, 2024?
The filing does not provide specific details about the nature of the material definitive agreement, only that one was entered into.
What type of securities were sold in the unregistered sales of equity securities by IIOT-OXYS, Inc.?
The filing states there were unregistered sales of equity securities, but does not specify the type of securities.
When was IIOT-OXYS, Inc. incorporated in Nevada?
The filing indicates the company is incorporated in Nevada but does not provide the incorporation date.
What was the previous name of IIOT-OXYS, Inc. before Gotham Capital Holdings, Inc.?
The filing shows that IIOT-OXYS, Inc. was formerly known as Creative Beauty Supply of New Jersey CORP before becoming Gotham Capital Holdings, Inc.
What is the IRS Employer Identification Number for IIOT-OXYS, Inc.?
The IRS Employer Identification Number for IIOT-OXYS, Inc. is 56-2415252.
Filing Stats: 498 words · 2 min read · ~2 pages · Grade level 10.1 · Accepted 2024-03-13 13:48:45
Key Financial Figures
- $68,825 — tock in exchange for the forgiveness of $68,825 of principal ($55,000) and accrued and
- $55,000 — he forgiveness of $68,825 of principal ($55,000) and accrued and unpaid interest. Item
Filing Documents
- iiot_8k.htm (8-K) — 23KB
- 0001683168-24-001454.txt ( ) — 184KB
- itox-20240307.xsd (EX-101.SCH) — 3KB
- itox-20240307_lab.xml (EX-101.LAB) — 33KB
- itox-20240307_pre.xml (EX-101.PRE) — 22KB
- iiot_8k_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On March 7, 2024, the board of directors of IIOT-OXYS, Inc., a Nevada corporation (the " Company "), approved and ratified the Company entering into the Debt Exchange Agreement (the " Agreement ") dated February 5, 2024 with Cambridge MedSpace LLC, an entity of which the Company's CEO, Clifford L. Emmons shares ownership (the " Lender "). Under the Agreement, the Company agreed to issue to the Lender 57 shares of Series C Preferred Stock in exchange for the forgiveness of $68,825 of principal ($55,000) and accrued and unpaid interest.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. The disclosure set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The sale of the shares of Series C Preferred Stock to the Lender was exempt from registration under the Securities Act of 1933, as amended (the " Securities Act "), in reliance on an exemption provided by Section 3(a)(9) of the Securities Act
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: March 13, 2024 By: /s/ Clifford L. Emmons Clifford L. Emmons, Chief Executive Officer 2