8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): APRIL 15, 2021

VISIUM TECHNOLOGIES, INC.

(Exact name of Registrant as specified in its charter)

Florida	000-25753	87-04496677
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4094 Majestic Lane, Suite 360

Fairfax, Virginia 22033

(Address of principal executive offices, including zip code)

(703) 273-0383

(Registrant’s telephone number, including area code)

Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 Par Value	VISM	OTC Pink

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On April 15, 2021 we issued a press release which provided an update to investors. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Set forth below is a list of exhibits to this Current Report on Form 8-K:

Exhibit Number	Description
99.1	Visium Technologies, Inc. press release dated April 15, 2021 announcing Investor Update

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 16, 2021

	VISIUM TECHNOLOGIES, INC.
By:	/s/ Mark Lucky
	Mark Lucky
	Chief Executive Officer

EX-99

INVESTOR UPDATE FOR VISIUM TECHNOLOGIES, INC.

FAIRFAX, VA April 15, 2021 (ACCESSWIRE) –Visium Technologies, Inc. (“Visium” or the “Company”) (OTCPINK: VISM), a provider of real-time cybersecurity, context-focused analysis and predictive visualization technologies today released an Investor Update Letter from the Company:

Dear Investors,

As an update on the Company’s current activities, Visium's management is providing all existing and potential investors the latest information on developments with the company.  Please be advised – this letter is not a substitute for reviewing our press releases and SEC filings. Some of this update is opinion – so be sure to note the forward-looking statements disclosure at the end.  We want to simplify the complexity and put our latest news items in context and keep you updated on our activities and events that may not rise to the level of a press release or SEC filing. If you have additional questions, you can reach us at IR@visiumtechnologies.com.  

We continue to work diligently to become a world-class cybersecurity and digital risk management company, with a focus on overlaying context to cybersecurity and business critical data-sets, with intuitive visualizations. Internet of Things, (“IoT”), threat identification, and big-data analytics.  We have :

1)  Deployed our new web site and digital presence:  www.visiumtechnologies.com, which now better reflects the Company’s capabilities

2)  Enhanced CyGraph to enable real-time streaming data ingestion and analysis, including native ingestion of Nessus, NetFlow and Splunk® data

3)  Entered into technology partnerships and integration agreements with several technology partners, and undertaken development and integration of CyGraph into those technologies

4)  Begun development efforts to enable enhanced customer/user experience by automating the onboarding process and improving the user interface (UI) visualization capabilities

Our efforts to partner with technology companies are driven by two factors:

●

First, CyGraphTM is a phenomenal technology that complement and significantly enhances the capabilities of existing cyber tools and technologies by providing the missing element, TrueContextTM. The companies that we are partnering with will be able to offer CyGraph’s analytics and visualization capabilities as a boost to their customer’s current cyber and data analytics capabilities; And

●

Secondly, these partnerships will increase the market awareness of CyGraph and highlight the proprietary upgrades that Visium has developed. These technology partnerships represent a channel for sales that should begin to produce results for Visium in the near future.

As mentioned, the additional key focus of our development efforts has been on improving the customer experience and building automation into the CyGraph platform. This will be a key to enabling our growth and success at scale.

During the age of COVID some of these efforts have taken longer than anticipated, but this cycle of development activity is well underway and will position the Company for significant growth.

In addition to our business and product development activities, we have filed a lawsuit in the United States Bankruptcy Court against the parties who filed the involuntary bankruptcy petition against us in December 2020. The Court found in the involuntary bankruptcy case that the action against the Company was brought in bad faith and allowed us to bring this action against the original plaintiffs. We are seeking damages for attorneys’ fees and costs, as well as compensatory and punitive damages. This case will play out over the coming months.

Also, we recently filed an S-3 registration statement with the Securities & Exchange Commission. This registration is commonly referred to as a shelf registration, as it allows us to raise money from accredited investors at any time over a three-year period. Having this shelf registration will allow us to raise capital on an as-needed basis at the most favorable terms possible.

The future of Visium is clear and bright, as the data modeling, analysis and visualization market is open to a solution such as CyGraph to fill context gap.  We have an incredibly talented team that we continue to augment with seasoned professionals. Our latest additions to the team are focused on sales and marketing. That is our priority now that the cycle of product development on our latest software release is concluding. We are building a great company and remain committed to pursuing initiatives that maximize value for all Visium stakeholders. We will continue to update our investors with our progress in the coming weeks.

I sincerely appreciate your continued support and confidence in our efforts.

Best,

Mark Lucky

CEO, Visium Technologies, Inc.

About Visium Technologies, Inc.

Visium Technologies, Inc. (OTC PINK:VISM) is a Florida corporation based in Fairfax, Virginia, focused on global cybersecurity clarity, machine learning, advancing technology and automating services to support enterprises in protecting their most valuable assets - their data, business applications, and IoT on their networks and in the cloud.

For more information, please visit www.visiumtechnologies.com

Safe Harbor Statement: Under the Private Securities Litigation Reform Act of 1995: This release includes forward-looking statements that reflect management's current views with respect to future events and performance. These forward-looking statements are based on management's beliefs and assumptions and information currently available. The words "believe," "expect," "anticipate," "intend," "estimate," "project" and similar expressions that do not relate solely to historical matters identify forward-looking statements. Investors should be cautious in relying on forward-looking statements because they are subject to a variety of risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed in any such forward-looking statements. These factors include, but are not limited to, any inability to meet the NYSE American continued listing standards in the future for any reason, and those other factors described in our filings with the U.S. Securities and Exchange Commission. Any responsibility to update forward-looking statements is expressly disclaimed.

Contact:

Visium Technologies, Inc.

Corporate: Mark Lucky, Chief Executive Officer

IR@visiumtechnologies.com

Follow us on Twitter and Instagram

Twitter | Instagram

Corporate Office:

4094 Majestic Lane Suite 360

Fairfax, VA 22033

Phone: 703-273-0383

Investor Relations:

Peter Nicosia

Bull in Advantage, LLC

Phone: 585-703-6565

Email: Info@BlueHorseshoeStocks.com