Current Report · Items 1.01, 3.02, 5.02, 8.01, 9.01 · 8-K
MITESCO INC
MITIOTCEQUITYCurrent
Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Other Events
Item 1.01 Entry into a Material Definitive Agreement. On October 5, 2026 Mitesco, Inc. (the “Company”) received funding from a historical investor in the Company from a new 2026 Bridge Notes. The 10% Original Issue Discount Convertible Promissory Note (the “2026 Bridge Note”) with ZSP Capital, LLC. whose note has a face of $25,000.…
Company context
Mitesco, Inc. (the “Company,” “we,” “us,” or “our”) was formed in the state of Delaware on January 18, 2012. On December 9, 2015, we restructured our operations and acquired Newco4pharmacy, LLC, a development stage company which sought to acquire compounding pharmacy businesses. As a part of the restructuring, we shut down our former business line. On April 24, 2020, we changed our name to Mitesco, Inc. In October 2023, the Company changed its domicile from Delaware to Nevada in order to effect reduced costs.
Current securities
Historical securities (7)
40097694OTC · EQUITY · Historical · closed Jan 11, 2016MITIOTC · EQUITY · Historical · closed Dec 12, 2022MITIDOTC · EQUITY · Historical · closed Jan 6, 2023TNTYOTC · EQUITY · Historical · closed Jan 20, 2016TNTYOTC · EQUITY · Historical · closed Apr 24, 2020TNTYDOTC · EQUITY · Historical · closed Feb 16, 2016TNTYEOTC · EQUITY · Historical · closed Nov 28, 2014
Recent company filings
- Unregistered Sales of Equity Securities · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Other EventsOct 28, 2026
- 4 filingSep 17, 2026
- SCHEDULE 13D - filed by Valania Brian regarding Mitesco, Inc.Aug 24, 2026
- Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Other EventsAug 18, 2026
- 10-Q filingAug 17, 2026
Disclosure sections
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On October
5, 2026 Mitesco, Inc. (the “Company”)
received funding from a historical investor in the Company from a new 2026 Bridge Notes. The 10% Original Issue Discount Convertible
Promissory Note (the “2026
Bridge Note”) with ZSP Capital, LLC. whose note has a face of $25,000. The note bears interest of 10% and has a maturity 12 months
from the date of the note. Under the terms of the notes, the Company is obligated to repay a total of $27,500 as the note includes a 10%
original issue discount. The notes may be converted into common stock of the Company at $0.15 per share, subject to certain adjustments.
The description of the 2026 Bridge Note and related Securities Purchase Agreement represents summaries and are qualified in their entirety
by Exhibit 10.1 and Exhibit 10.2, attached hereto and incorporated herein by reference.
The form of note and securities purchase agreement is attached to this
report as Exhibit 10.1 and 10.2.
Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02 Unregistered Sales of Equity Securities.
The Company has issued 500,000 shares of restricted common stock to
each of two (2) individuals as compensation for assistance with its TCDC edge computing network data center project. The shares were valued
at $0.0375 each and will record a charge of $18,750 for each of the issuances.
The Company has issued 500,000 shares of restricted common stock to
each of two (2) individuals as compensation for assistance with its Robo Agent application software project. The shares were valued at
$0.0375 each and will record a charge of $18,750 for each of the issuances.
The securities described 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. The securities where issued pursuant to an exemption from registration under Section 4(a)(2)
of the Securities Act of 1933 as amended.
As a result of these issuances there are approximately 51 million shares
of common stock issued and outstanding as of the date of this filing..
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 8, 2026 the Company received the resignation
of Dr. Jordan Ballencic from the Board of Directors. Dr. Ballencic cited a lack of available time to meet the responsibilities of the
role as a Director of the Company as his reason for leaving. The Company has no conflicts with Dr. Ballencic and thanks him for his time
on the Board. A copy of his resignation letter is attached to this filing in Exhibit 10.1.
Given the previously announced acquisition efforts
the Board does not intend to fill the opening on the Board created as a result of Dr. Ballencic’s resignation.
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
The Company continues discussions with a number
of acquisition candidates and the restructuring of its Bridge notes and Series A Preferred shares.