{"filing":{"accession_number":"0001654954-26-005858","cik":"0001082733","ticker":"VISM","company_name":"VISIUM TECHNOLOGIES, INC.","form":"8-K","filing_date":"2026-06-10","report_date":null,"primary_document":"vism_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1082733/000165495426005858/vism_8k.htm"},"events":[{"id":5791,"run_id":5077,"accession_number":"0001654954-26-005858","anchor_item_number":"1.02","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"summary":"Visium Technologies terminated a material definitive agreement—an Amended and Restated Letter of Intent for a proposed 100% equity acquisition of ConnexUS AI Inc. and the related Master Services Agreement for development of the ATHENA platform. The Board determined that the ConnexUS incubation had failed to achieve its objectives, and the parties executed a comprehensive mutual release agreement to unwind the transaction.","company_name":"VISIUM TECHNOLOGIES, INC.","ticker":"VISM","filing_date":"2026-06-10","form":"8-K","submitted_at":null,"items":[{"id":5909,"accession_number":"0001654954-26-005858","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The filing discloses termination of a material definitive agreement—specifically an Amended and Restated Letter of Intent for a proposed 100% equity acquisition of ConnexUS AI Inc. and the related Master Services Agreement for development of the ATHENA platform. Although framed as Item 1.02 (Termination), the core event is the unwinding of a material acquisition arrangement, which falls squarely within the ma_activity taxonomy. The Board's determination that \"the ConnexUS incubation has failed to achieve its objectives\" and the comprehensive mutual release agreement confirm this is a significant M\u0026A-related event affecting the Company's strategic direction and financial obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T20:32:14.542567+00:00","company_name":"","ticker":null,"filing_date":""},{"id":5911,"accession_number":"0001654954-26-005858","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"The filing discloses a Mutual Release, Settlement, and Termination Agreement executed on June 8, 2026, that terminates a Letter of Intent (LOI) and Statement of Work (SOW) with ConnexUS, confirms IP ownership, waives payment claims, and provides mutual releases. While this resolves financial and legal exposure, the prose does not clearly indicate whether this constitutes a material litigation settlement, a material contract termination with M\u0026A implications, or another distinct event type. The emphasis on eliminating \"ongoing financial and legal exposure\" and allowing resource reallocation suggests materiality, but the specific nature of the underlying dispute or transaction is not fully articulated in this Item 8.01 excerpt.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T20:32:14.542567+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":5792,"run_id":5077,"accession_number":"0001654954-26-005858","anchor_item_number":"5.02","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.92,"summary":"Cheddi Rai resigned from all officer, director, and employee positions at Visium Technologies effective June 8, 2026, with the Board accepting his resignation. The departure was negotiated under a mutual release agreement and represents a complete severance of ties with the company and its subsidiaries.","company_name":"VISIUM TECHNOLOGIES, INC.","ticker":"VISM","filing_date":"2026-06-10","form":"8-K","submitted_at":null,"items":[{"id":5910,"accession_number":"0001654954-26-005858","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"Cheddi Rai resigned from all officer, director, and employee positions at Visium Technologies effective June 8, 2026, with the Board accepting his resignation. While the disclosure also confirms the reconstituted Board composition (Paul R. Taylor as Chairman/CEO, Mark Lucky as CFO/director, David Pierce as independent director), the principal disclosed action is Rai's departure. The resignation is material as it involves a complete severance of ties with the company and its subsidiaries, and the mutual release agreement indicates a negotiated exit.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T20:32:14.542567+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":5909,"accession_number":"0001654954-26-005858","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"The filing discloses termination of a material definitive agreement—specifically an Amended and Restated Letter of Intent for a proposed 100% equity acquisition of ConnexUS AI Inc. and the related Master Services Agreement for development of the ATHENA platform. Although framed as Item 1.02 (Termination), the core event is the unwinding of a material acquisition arrangement, which falls squarely within the ma_activity taxonomy. The Board's determination that \"the ConnexUS incubation has failed to achieve its objectives\" and the comprehensive mutual release agreement confirm this is a significant M\u0026A-related event affecting the Company's strategic direction and financial obligations.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T20:32:14.542567+00:00","company_name":"VISIUM TECHNOLOGIES, INC.","ticker":"VISM","filing_date":"2026-06-10"},{"id":5910,"accession_number":"0001654954-26-005858","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_departure","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"Cheddi Rai resigned from all officer, director, and employee positions at Visium Technologies effective June 8, 2026, with the Board accepting his resignation. While the disclosure also confirms the reconstituted Board composition (Paul R. Taylor as Chairman/CEO, Mark Lucky as CFO/director, David Pierce as independent director), the principal disclosed action is Rai's departure. The resignation is material as it involves a complete severance of ties with the company and its subsidiaries, and the mutual release agreement indicates a negotiated exit.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T20:32:14.542567+00:00","company_name":"VISIUM TECHNOLOGIES, INC.","ticker":"VISM","filing_date":"2026-06-10"},{"id":5911,"accession_number":"0001654954-26-005858","item_number":"8.01","item_title":"Other Events.","event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.72,"reasoning":"The filing discloses a Mutual Release, Settlement, and Termination Agreement executed on June 8, 2026, that terminates a Letter of Intent (LOI) and Statement of Work (SOW) with ConnexUS, confirms IP ownership, waives payment claims, and provides mutual releases. While this resolves financial and legal exposure, the prose does not clearly indicate whether this constitutes a material litigation settlement, a material contract termination with M\u0026A implications, or another distinct event type. The emphasis on eliminating \"ongoing financial and legal exposure\" and allowing resource reallocation suggests materiality, but the specific nature of the underlying dispute or transaction is not fully articulated in this Item 8.01 excerpt.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-10T20:32:14.542567+00:00","company_name":"VISIUM TECHNOLOGIES, INC.","ticker":"VISM","filing_date":"2026-06-10"}]}