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Ownership Document |
Schema Version: X0306 |
Document Type: 4 |
Period of Report: 11/9/20 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1290658 |
| Issuer Name: IIOT-OXYS, Inc. |
| Issuer Trading Symbol: ITOX |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1712605 |
| | Owner Name: Mitta Vidhyadhar |
| Reporting Owner Address: |
| | Owner Street 1: 6 COURTHOUSE LN #16 |
| | Owner Street 2: |
| | Owner City: CHELMSFORD |
| | Owner State: MA |
| | Owner ZIP Code: 01824 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Non-Derivative Table: |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,736,843 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/9/20 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,000,000 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 0 |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,736,843 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 11/9/20 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: U |
| | | Equity Swap Involved? Yes |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,000,000 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 0 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,736,843 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Derivative Table: |
| Derivative Holding: |
| | Security Title: |
| | | Value: Convertible Note |
| | | Footnote ID: F3 |
| | Conversion or Exercise Price: |
| | | Value: 0.0008 |
| | | Footnote ID: F4 |
| | Exercise Date: |
| | | Value: 8/2/19 |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Value: 8/2/21 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 168,026,190 |
| Footnote ID: F5 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 169,763,033 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Warrants |
| | Conversion or Exercise Price: |
| | | Value: 0.0008 |
| | | Footnote ID: F7 |
| | Exercise Date: |
| | | Value: 8/2/19 |
| | | Footnote ID: F6 |
| | Expiration Date: |
| | | Value: 10/16/24 |
| | | Footnote ID: F6 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 1,562,500 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 171,325,533 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Convertible Promissory Note |
| | Conversion or Exercise Price: |
| | | Value: 0.0008 |
| | Transaction Date: |
| | | Value: 11/9/20 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: U |
| | | Equity Swap Involved? Yes |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Total Value: |
| Value: 168 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 0 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Value: 8/2/19 |
| | Expiration Date: |
| | | Value: 8/2/21 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 200,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 171,125,533 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Series A Supervoting Preferred Stock |
| | | Footnote ID: F2 |
| | Conversion or Exercise Price: |
| | | Value: 100 |
| | | Footnote ID: F8 |
| | Transaction Date: |
| | | Value: 11/9/20 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: U |
| | | Equity Swap Involved? Yes |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 12,000 |
| | | Transaction Price Per Share: |
| Value: 0 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Value: 11/9/20 |
| | Expiration Date: |
| | | Value: 11/9/20 |
| | | Footnote ID: F8 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 1,200,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 172,325,533 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: On November 9, 2020, with Mr. Mitta abstaining, the board of directors awarded Mr. Mitta 1,000,000 shares of Common Stock in exchange for services rendered as a director since his appointment. |
| Footnote - F2: On November 9, 2020, Mr. Mitta exchanged 1,000,000 shares of awarded, unissued shares of Common Stock and $168 of accrued and unpaid interest pursuant to a note issued to Mr. Mitta in exchange for an aggregate of 12,000 shares of Series A Supervoting Preferred Stock. |
| Footnote - F3: The convertible note was issued in three tranches: $75,000 issued 8/2/19, $25,000 issued 9/6/19, and $25,000 issued 10/16/19. |
| Footnote - F4: The conversion price has adjusted from $0.08 to $0.00084 pursuant to its terms. |
| Footnote - F5: Includes principal of $125,000 and accrued and unpaid interest of $16,142. |
| Footnote - F6: The warrants are five year warrants and were issued in three tranches: 468,750 issued 8/2/19, 312,500 issued 9/6/19, and 312,500 issued 10/16/19. The warrants have been adjusted due to defaults per the terms of the Warrant Agreement and convertible promissory note. |
| Footnote - F7: The exercise price was adjusted to $0.00084 per the terms of the Warrant Agreement. |
| Footnote - F8: The shares of Series A Supervoting Preferred Stock are convertible into 100 shares of the Company's Common Stock. |
Owner Signature: |
| Signature Name: /s/ Vidhyadhar Mitta |
| Signature Date: 11/12/20 |