Mitesco, Inc. Files 8-K: Material Agreement, Equity Sales
Ticker: MITI · Form: 8-K · Filed: Dec 23, 2025 · CIK: 802257
Sentiment: neutral
Topics: material-agreement, equity-sale, filing
Related Tickers: MITI
TL;DR
Mitesco (MITI) filed an 8-K detailing a new material agreement and equity sales. Watch for updates.
AI Summary
Mitesco, Inc. filed an 8-K on December 23, 2025, reporting on events that occurred on December 22, 2025. The filing indicates the entry into a material definitive agreement, unregistered sales of equity securities, and includes financial statements and exhibits. The company, formerly known as True Nature Holding, Inc., is incorporated in Nevada and its fiscal year ends on December 31.
Why It Matters
This 8-K filing signals significant corporate activity for Mitesco, Inc., including a new material agreement and equity transactions, which could impact its financial standing and future operations.
Risk Assessment
Risk Level: medium — The filing involves unregistered sales of equity securities and a material definitive agreement, which can introduce financial and operational risks.
Key Players & Entities
- Mitesco, Inc. (company) — Registrant
- True Nature Holding, Inc. (company) — Former Company Name
- December 22, 2025 (date) — Earliest event reported
- December 23, 2025 (date) — Filing Date
FAQ
What is the nature of the material definitive agreement entered into by Mitesco, Inc. on December 22, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in the excerpt.
What type of equity securities were sold by Mitesco, Inc. under unregistered sales?
The filing mentions unregistered sales of equity securities, but the specific type and details of these securities are not disclosed in the provided text.
When was Mitesco, Inc. incorporated, and in which state?
Mitesco, Inc. was incorporated in Nevada.
What was Mitesco, Inc.'s former company name prior to its current name?
Mitesco, Inc. was formerly known as True Nature Holding, Inc., with a name change date of January 22, 2016.
What are the key items reported in this 8-K filing by Mitesco, Inc.?
The key items reported are the entry into a material definitive agreement, unregistered sales of equity securities, and the inclusion of financial statements and exhibits.
Filing Stats: 654 words · 3 min read · ~2 pages · Grade level 11.5 · Accepted 2025-12-23 17:21:39
Key Financial Figures
- $1 m — each with a potential total funding of $1 million, with an initial funding of $150,
- $150,000 — $1 million, with an initial funding of $150,000 and $100,000 respectively, for $250,000
- $100,000 — with an initial funding of $150,000 and $100,000 respectively, for $250,000 in aggregate
- $250,000 — $150,000 and $100,000 respectively, for $250,000 in aggregate. The Notes were funded on
- $275,000 — ompany is obligated to repay a total of $275,000 in aggregate as the notes include a 10%
- $0.15 — ted into common stock of the Company at $0.15 per share, subject to certain adjustmen
Filing Documents
- miti8k122325.htm (8-K) — 27KB
- mitiex10-1.htm (EX-10.1) — 201KB
- mitiex10-2.htm (EX-10.2) — 283KB
- mitiex10-3.htm (EX-10.3) — 87KB
- mitiex10-4.htm (EX-10.4) — 74KB
- mitiex10-5.htm (EX-10.5) — 140KB
- 0001185185-25-002170.txt ( ) — 1152KB
- miti-20251222.xsd (EX-101.SCH) — 3KB
- miti-20251222_lab.xml (EX-101.LAB) — 33KB
- miti-20251222_pre.xml (EX-101.PRE) — 22KB
- miti8k122325_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities On December 19, 2025 Miteco, Inc. ( the "Company"), entered into two (2) Senior Secured 10% Original Issue Discount Convertible Promissory Notes (the "2025 Bridge Notes") with C/M Capital Master Fund, L.P. and WVP Emerging Manager Onshore Fund, LLC, each with a potential total funding of $1 million, with an initial funding of $150,000 and $100,000 respectively, for $250,000 in aggregate. The Notes were funded on December 22, 2025,. Under the terms of the 18-month notes, the Company is obligated to repay a total of $275,000 in aggregate as the notes include a 10% original issue discount. The note bears no interest unless in default, and may be converted into common stock of the Company at $0.15 per share, subject to certain adjustments. The obligations under the 2025 Bridge Notes are guaranteed by the subsidiaries of the Company and include a pledge of the securities the Company's subsidiaries and a first priority senior security interest in all the Company's assets. The description of the 2025 Bridge Notes and all related ancillary documents represent summaries of such agreements and are qualified in their entirety by Exhibits 10.1 through 10.5 attached hereto and incorporated herein by reference. The 2025 Bridge Notes, were sold pursuant to an exemption from registration under Section 4(a)(2) and Regulation D of the Securities Act of 1933. Securities issued in this offering have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibits Description 10.1 Form of 2025 Bridge Note 10.2 Form of 2025 Bridge Note Security Purchase Agreement (SPA) 10.3 Form of 2025 Bridge Note Pledge Agreement 10.4 Form of 2025 Bridge Note Guarantee Agreement 10.5 Form of 2025 Bridge Note Security Agreement 104 Cover Page Interactive Data File (formatted as Inline XBRL) 1 SIGNATURE 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. Dated: December 23, 2025 MITESCO, INC. By: /s/ Mack Leath Mack Leath Chairman and CEO 2