Monitor for future tranche draws by GHS. The Series D preferred carries conversion rights not specified in the filing — subsequent disclosures on the certificate of designation will determine the true dilutive overhang. Preferred share accretion can pressure common equity further if conversion price is at a deep discount. Check for any subsequent 8-K or S-3 shelf filings.
Price Chart
Executive Summary
IIOT-OXYS, Inc. entered into an amendment to its securities purchase agreement with GHS Investments, LLC, authorizing the issuance of up to 167 shares of Series D Convertible Preferred Stock under the amended agreement. On June 16, 2026, the company issued 30 shares of Series D Convertible Preferred Stock to GHS at $1,000 per share, of which 27 shares were purchased for $27,000 in cash and 3 shares were issued as an equity incentive, in a private placement exempt from registration.
Key Financial Metrics
Key Facts
- Amendment No. 1 to the SPA authorizes up to 167 shares of Series D Convertible Preferred Stock (up from 97 previously).
- On June 16, 2026, 30 shares were issued to GHS Investments: 27 purchased for $27,000 ($1,000/share) plus 3 equity incentive shares.
- A Second Additional Closing allows GHS to buy up to 37 shares for $37,000 plus 3 incentive shares, and a Third Additional Closing allows up to 27 shares for $27,000 plus 3 incentive shares — each at GHS's discretion.
- The offering was made under Section 4(a)(2) and Rule 506(b) of Regulation D to an accredited investor without general solicitation.
- The stock trades on OTC with no 12(b) registered securities — the dilutive impact as a percentage of outstanding shares cannot be computed solely from this filing.
Financial Impact
Immediate $27,000 cash infusion with potential future dilution from Series D convertible preferred shares authorized up to 167 total; conversion terms not disclosed in filing.
Risk Factors
- Further dilution from conversion of Series D Preferred Stock at potentially distressed terms.
- GHS may draw additional tranches at any time, adding overhang.
- No current revenue or market cap data available to assess dilution proportionality.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001683168-26-004963 |
| Document: iiot_ex1001.htm | 0001683168-26-004963 |
| Document: 0001683168-26-004963-index-headers.html | 0001683168-26-004963 |
| Document: 0001683168-26-004963-index.html | 0001683168-26-004963 |
| Document: 0001683168-26-004963.txt | 0001683168-26-004963 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 23, 2026 4w ago | 8-K | $0.000700 | awaiting T+60 | — | $0.000700 (−0.00%) |
Jun 18, 2026 18w ago | 8-K | $0.000600 $0.000500 | ▲ +16.67% | ▲ +18.56% | $0.000700 (−16.67%) |
May 27, 2026 21w ago | 8-K | $0.000500 $0.000500 | · 0.00% | ▼ −1.88% | $0.000700 (+40.00%) |
US Market Status
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